The Amazing Spider-Man
by LadyLasgalen
Summary: Basically, if Peter was adopted by Steve and Tony and what would happen during the Amazing Spider-Man movies. A lot of this first story is copied from the movie, but I promise the second one will be so different. Just hang in there and hopefully you'll enjoy this story even if it is less creative. ((Also adding on Civil War and Spiderman Homecoming.))
1. Chapter 1

Peter Parker was probably the luckiest kid in the world, but sometimes it certainly didn't seem that way. Now was definitely one of those times. He groaned loudly as Flash kicked him in the stomach once more and goaded Parker "Stand up Puny Parker, come on!" And damn did Peter try. It wasn't that he wanted to get hit again but he wanted to be like his Pops. He'd heard all the stories from his Uncle Coulson; his father always got back up and he had been way worse off than Peter. Still despite his best efforts Peter lay curled on the ground and Flash smiled smugly putting his arms out as the crowd of students around him cheered. In the end he was saved by Gwen Stacy. Ah. She was so ridiculously beautiful and smart and he didn't even care about that damage to his pride in having to rely on her to save him from Flash when she had complimented him in class.

"It was stupid... but it was great." He ducked his head, a light blush darkening on his cheeks and he glanced up at her grinning stupidly. "You should probably go to the nurse you might have a concussion." He didn't respond unable to get his lips to form words when she was looking at him like that. "What's your name?" She asked and wow that brought him down out of the clouds; a sting of hurt flooding through him. They'd been the same classes throughout the first two years of high school and she didn't even know his name? Harsh. Well he supposed it was wishful thinking to think she would.

"You don't know my name?" The question slipped out before he could stop it and she laughed quietly.

"No, I know you're name. I just want to see if you know you're name." She said smiling. Peter immediately perked up and he gulped slightly.

"Peter." she waited and he realized she wanted him to say his whole name. "Parker... Peter Parker." He said and she nodded

"Okay good." She turned back to the teacher and their little conversation ended but Peter was just happy they had talked, and maybe a little embarrassed at his lack of social graces. Peter Parker. It wasn't his full name, but it was what he went by at school. His dad's hadn't wanted him to get any special treatment from students or staff because of who they were and only the principal of the school knew the truth. Nope, his full name was Peter Parker Rogers- Stark.

His birth parents had died when he was six years old, he barely remembered them, and his Aunt and Uncle whom had taken him in had died 2 years after in a car accident. Peter had been carted off to a nearby orphanage and his life could have gone a lot differently but somehow he'd gotten lucky.

His aunt Tasha and Uncle Clint used to tell him how nervous Tony was. Peter knew pretty well that Tony hadn't had the best relationship with his own father and he was sure he'd be a terrible one too, but Steve wanted a kid and Tony could never say no to his husband and so he'd agreed to at least go meet some of the brats… er… kids. And they'd met Peter and everyone said it was love at first site, or well sort of. His dad told him that as soon as they started talking he just knew Peter was the perfect kid for them. The rest was history.

Unfortunately Peter didn't think he really lived up to the family name. He got beat up all the time but he wasn't as brave as his Pops. He could admit that Flash scared him a bit. And he certainly wasn't as smart as his dad. He wasn't dumb by any means but he wasn't skipping any grades or anything either. He was just average, and he was sure he always would be; the one ordinary nerd in a superfamily filled with extraordinary heroes.

"Welcome Home Sir." The disembodied voice greeted him as he entered the elevator to go up to the Avenger's main floor. He held his skateboard over his shoulder leaning back against the cold metal wall listening to the elevator music almost snorting when he recognized the dulcet tones of AC DC. His dad must have reprogrammed the elevator music without Pepper's knowledge because he knew for a fact that the fiery redhead would never agree to this.

"Hey JARVIS." He greeted the AI. The elevator dinged and the doors opened Peter was instantly greeted with the smell of spaghetti and smiled slightly as he heard the commotion in the kitchen.

"Tony if you come anywhere near this stove I will have Natasha kick your butt out of the kitchen."

"But Steve!"

"No. Do you remember the Thanksgiving Incident?"

"I was trying to help." He heard Clint snort with laughter. Peter shook his head fondly.

"Welcome home son of Stark." Thor boomed from his seat on the couch where he was accompanied by his fiancee Jane. He lifted his hand in greeting. Tony stuck his head out of the kitchen.

"Dinner's almost ready." He informed him then frowned "What happened to your face?"

Peter brought his hand up to the bruise on the side of his chin having forgotten about it. "Nothing just fell." Tony didn't look convinced. "I'll be right down, I'm just gunna put my stuff away." He lifted his backpack and Skateboard for emphasis and made his way up toward his room before Tony could question him some more.

They had a separate elevator for the Avengers half of the tower, all part of the advanced Stark security system. Each of them had a whole floor to themselves Peter included but he never felt spoiled. Steve had always made sure he worked for any money he earned and had a good understanding of responsibilities. Tony helped too but he was certainly more lenient and Peter would sometimes find an extra 20 under his pillow or in his lunch. He set his backpack down grabbing his camera and taking out the now unusable film. He sighed, what a waste. Peter had a digital camera he sometimes used but there was something about real film that he just enjoyed. Peter searched through the drawers of the desk he knew he had some extra film around somewhere.

His room was cluttered and messy and he rummaged through his stuff trying to locate the missing film.

"Sir, dinner is ready." JARVIS informed him.

"Ok, Tell them to start without me, I'll be right down." He dumped the contents of his nightstand out onto his bed but still no film. He sat down biting his lip in concentration as he tried to think of where he might have put it. His eyes landed on the closet across the room and he shrugged; might as well check.

He never really stored anything on the top shelf of his closet because it just wasn't convenient but he knew there were a few dusty boxes up there and maybe just maybe he'd thrown the extra film in one when he'd been trying to 'clean up' his room, he'd been known to do that on occasion.

The first box revealed nothing a few old toys and dusty books, obviously he had been throwing stuff up there to hide it since he was a kid, but no film. He looked through the other boxes too but there was nothing of interest. He was about to give up when another box caught his eyes. It was shoved into the back corner behind all the others and it looked old and dirty. Peter knew his film wouldn't be in there but he couldn't remember ever seeing the box before and curiosity got the better of him. He reached up tip toeing and pulled it down. He didn't recognize anything in it at first just some old pieces of junk and a leather briefcase. He might not have looked at it at all but two little initials caught his eye. R.P. It triggered something in Peter and he remembered his father briefly holding onto it whispering to him telling him he was going to be staying with his aunt and uncle for a while. Peter blinked looking down at the leather bag and frowning. He picked it up running his hands over it in a sort of daze.

"Your Parents are requesting you downstairs."

"Yeah alright." Peter hummed distractedly moving toward the elevator unable to let go of the leather briefcase as he descended. Peter walked into the kitchen and Steve was just removing his apron and washing his hands; when he turned he stopped. Steve certainly remembered the briefcase and a soft sigh escaped him. After they'd officially adopted Peter the lady running the orphanage had given them a box full of stuff she'd said it had been in his family's will that he have it. Steve and Tony had decided to wait and give it to Peter when he was older but as the years passed they'd forgotten about it.

Tony came in to see what was taking his two favorite guys so long and paused. "Peter… I… we're…" He stuttered over his words as he looked at the briefcase.

Peter hardly ever asked about his family he had such great dad's and he knew it was awkward for them plus he wasn't sure how much they even knew to begin with.

"It was your Dad's. That's all we know for sure. It was left for you with the other stuff in the box. We meant to give it to you when you were older Peter but we just…" Steve trailed off somehow saying they forgot sounded insensitive and he wasn't sure how to handle this. "We're sorry we didn't tell you sooner."

"It's alright."

"No it's not." Steve said but he smiled and hugged Peter. "We don't know much about your birth family Peter, but if you want to know more, we can search around. I'm sure Tony could do some digging."

Peter saw the looks of guilt and sadness on his dad's faces and shook his head forcing a smile. "No. I'm good. You two are pretty amazing Dad's." He told them setting the briefcase down in the corner. "Dinner smells good." He said changing the subject. Steve still looked unsure but Tony smiled and ruffled his hair.

"We better hurry up and join the others before they eat it all." Peter laughed and Steve smiled, thus the briefcase was forgotten by the two superheroes, but not by Peter for some reason it just felt important to him. He loved his family. All of them, and yes sometimes it was intimidating they were the Avengers; Earth's Mightiest Heroes. But here in the tower, in their home they were just his really crazy slightly messed up family.

Peter sat down at the table with everyone.

"I hope the other guy looks worse." Clint said between bites.

"What? I don't know-" Peter tried to feign innocence.

"We all know what a right cross looks like when we see one." And of course Peter should really know better by now. He blushed in embarrassment but didn't answer.

"Maybe I should call the school." Steve said he really hated the idea of Peter being bullied.

"You don't have to do that, I'm in high school this stuff happens." He said hurriedly.

"I could always go down there and show them a thing or two." Aunt Tasha said a glint in her eye and Peter hastily shook his head.

Clint laughed "I pity the poor kid who'd have to suffer your wrath Nat." Natasha smiled and Peter laughed but made sure to specify that all was fine and they didn't have to worry.

Later that evening Peter was alone in his room the boxes had been cleaned up and put back in the closet and he'd looked more closely at the other stuff in the box but the briefcase was the only thing that seemed to draw him in so he'd shoved everything but that back into the box and threw it in the closet too. He stared at the leather bag for a bit longer before getting the courage to open it but not before he locked the door to his bedroom using a mechanism he'd made from his dad's old scraps.

He laid out all the things in the bag. A few pens and pencils, a calculator, a quarter, newpaper clipping, a security clearance badge, and an old glasses case. He started with the newspaper clipping it was his dad and someone else. Curt Conners. That's what the caption said. He was some sort of highly accredited scientist as was his father but it didn't say what they were working on. Next the badge, it was from Oscorp and oh how his dad would hate that. The two while both invested in different types of sciences had never gotten along well. Tony often called Osborn a shark who was too arrogant and conniving for his own good and often put him into the same category as Justin Hammer. Which was saying a lot though Peter didn't know if Tony had the right to really call someone else arrogant. He set down the badge and picked up the glasses case. He always wondered where he'd gotten his horrible eyesight from. He grabbed his contact case and quickly divested himself of them blinking blearily as everything went blurry. He reached for the glasses and pushed them up his nose. The prescription was slightly off but not enough to make a big difference and Peter liked them. Maybe they made him look more like a nerd but he didn't really mind, it made him feel a little closer to the mystery that was his family.

He knew he could ask his dad about it but somehow bringing up his real family made him feel guilty and ungrateful. The sad look on his dad's faces earlier flashed in front of him and he grimaced at the very thought of having to be the reason they looked like that. No, he'd figure this out himself.

He picked up the briefcase about to put the things back inside when he heard it- the slide and think of something. He tilted the briefcase the other way to be sure and sure enough there was that noise again. He was positive he'd gotten everything out of it and he checked again but it was of course empty. He ran his hands over the briefcase looking at it from all angles. He opened the outside flap and ran his hands over the inside and then over the seam there was a soft click as he found a small latch. Peter wondered what all the secrecy was for as he pulled out the file flipping it open and rummaging through all the pages. "Zero Zero Decay Rate Algorithm." He read. There was a lot of notes and equations written in messy scrawl so much like his own. Peter didn't recognize any of it and it would take more than one sitting to go through them all. He heard a knock at his door.

"Peter?" It was Steve. Peter put the folder back in the briefcase and shoved it under the desk along with the newspaper clipping and oscorp badge. Then he stood and kicked the other stuff around so it looked like it was just part of Peter's messiness.

"Hold on." He sat down on his desk and clicked the button to unlock the door. "Ok unlocked." He said and Steve opened the door. He regarded Peter for a moment.

"The glasses are new."

Peter paused and blushed as he forgot he was wearing them. "Oh yeah I just found them in that box" He shrugged.

"They look good on you." Steve sat on the bed and peter swiveled his desk chair so he was facing his Pops. "Listen Peter, I know it's been really tough for you, like it is for any adopted child…"

"It's fine Pops." Steve gave him that look and Peter stopped talking

"I just want you to know that me and your dad, we don't want you to think you can't come to us. We love you no matter what and if you want to know more about your parents that's ok we don't think it's a bad thing. I wish you hadn't had to go through so much sadness when you were so young but I don't regret a moment of our lives with you. You're an amazing kid peter." Peter smiled and Steve did too. He nodded toward the computer screen behind peter where a picture of Gwen was magnified. "She's pretty."

Peter blushed and Steve ruffled his hair on the way out. "Hey Pops?" Steve stopped halfway out the door and looked back at Peter. "I'm glad you and dad adopted me." Steve smiled and nodded before closing Peter's door. "Clean your room!" He yelled out as he walked away.

"It is clean!" Peter waited until he heard the elevator ding before he continued with his research looking up his dad and Curt Connors finding out what they working on together. He read the article about his parents plane crash and Conner's paper on genetics. One thing was for sure Peter needed to meet this man.


	2. Chapter 2

Oscorp was quite a striking building sleek and tall towering high over the city and casting an imposing shadow along the busy streets. Peter decided he liked the Avengers tower better but then again he was biased. The high schooler loitered around outside for a moment not sure how to go about this. Should he just go in and ask? Was there a procedure? Maybe he should have thought up a cover story. After a few minutes of agonizing over it, Peter finally decided to just go. He glanced around the lobby not sure where to go or what to do. He definitely should have planned better.

"Excuse me?" He looked over at the main desk where a woman was sitting looking at him like he was stupid. "Can I help you?" She asked suspiciously but still cheerfully polite.

"I don't know, umm… I'm here to see Dr. Connors." He stuttered. The woman nodded and Peter was kind of shocked, had that actually worked?

"You'll find yourself to the left." Now he was confused again. She looked even more suspicious "You are here for the internship?" she asked and Peter nodded quickly

"Yeah."

"Ok, you'll find yourself to the left." she emphasised and Peter nodded trying to look like he knew what he was doing. "Are you having trouble finding yourself?" And wow she was really getting annoying with her fake politeness. He grabbed a nametag holding it up for her. "Ok ."

"Gracias" He smiled.

"De nada" She replied back smoothly. Peter breathed a sigh of relief and wondered if he could ask Clint or Natasha to give him spy lessons he obviously needed them.

"Welcome to Oscorp…." A loudspeaker recited the foundings of Oscorp and all of its credentials as a company. Peter thought it was all a little ostentatious as he rode the escalator up glancing around. He found a spot behind the small group of 'actual' interns and tried to blend in.

"Welcome to Oscorp." Peter's eyes widened and he ducked behind a particularly tall student. Crap! He didn't know Gwen worked here?! Wow she was really smart- but crap! He was so so so screwed! "Where I go you go. That's the basic rule, if you remember that all will be fine and if you forget that-" She was cut off by a loud commotion in the lower floor and Peter glanced over the railing to see a Hispanic teen being pulled roughly out of the building yelling about how he was Rodrigo Guevara. Peter chewed on his thumb feeling a bit guilty but also glad that that wasn't him down there being escorted out. "Well I guess I don't need to tell you what happens if you forget that." Gwen continued hardly looking surprised and Peter wondered if such things happened often. He followed the group through a set of glass sliding doors keeping his head down and hoping he didn't get caught. Peter was a bundle of anxiety as he looked around but as soon as he saw Dr. Connors right there in front of him so close and yet… ugh! Peter had so many questions for him, he just needed to get the man alone.

"Welcome. My name is Doctor Curtis Connors." Peter's heart was beating a mile a minute as he looked at the scientist; the only clue he had about his father. "I'm the world's foremost authority on herpetology, that's reptiles for those of you who don't know." Peter listened as he went through his lecture recognizing it from what he'd read online and the few notes he could decipher from his father's notes. "I want to create a world without weakness. Anyone care to venture a guess as to how?"

"Stem cells" One intern answered and Peter shook his head eyes never leaving Connors.

"Promising, but the solution I'm thinking of is more… Radical." There was a pause and Peter bit his lip he knew he should stay quiet but- "No one?"

"Cross species genetics." Peter had to answer. He wanted this man to see him to know who he was and maybe just maybe be a little impressed. "A person get's parkinses when the brain cells that produce dopamine start to disappear. But a zebrafish has the ability to regenerate cells on command if you could somehow give this ability to the woman you're talking about that's it she's-" Peter slowed down slightly realizing for a minute how fast he was talking. He always got a bit excited about science, chemistry, and genetics. He cleared his throat "She's curing herself." He finished.

"Yeah you just have to look past the gills on her neck." One student said and the other's laughed but Peter hardly heard he was looking at Dr. Connors hoping he'd said the right thing. The doctor smiled at him

"And you are?" He asked and Peter hesitated, what did he say? Should he give him his real name? The fake one on his badge? Thank God for Gwen Stacey…. Crap Gwen! He forgot about her! Man he was really bad at being stealthy.

"He's one of Midtown's sciences best and brightest."

"Really?"

"He's second in his class." Peter frowned at her

"Second?"

"Yeah." She nodded smiling at him.

"Sure about that?"

"I'm pretty sure."

Doctor Connors excused himself and walked away and Peter tried to follow him but there was Gwen and he tried to think of viable excuse but he was getting nothing… and why was she standing so close to him? "What are you doing Rodrigo?" She asked and Peter looked down at his badge feigning shock

"Oh yeah…"

"What are you doing here?" she repeated

"I work here." Peter winced at his so very obvious lie. "I don't work here, I was gonna say I work here but it seems like you do in fact work here so you know that I don't in fact work here." He had to bite his tongue to stop his ramblings.

"Are you following me?"

"No! No I'm not following you, I'm not. I had to no idea you worked here!" Peter stumbled over his words he didn't want her to think he was a stalker or a freak but he couldn't exactly tell her why he was here either. Oh man he was so stuck.

"Why else would you be here?"

"I snuck in because I…. I love science." He wanted to facepalm.

"You love science."

"I'm passionate about it."

"You snuck in... " She turned around as the video the other's were watching ended. "I have to lead this tour group so I'm going to ask you more about this later. Do not get me in trouble." He nodded and let out a sigh of relief. Peter waited for Gwen to lead the tour group out of the lab as he slowly walked backwards and away unfortunately he was clumsy and he smacked right into a man. "Sorry." He reached down to pick up the fallen file "Yo, sorry…" He trailed off slightly matching the folder to the one he'd found in his dad's briefcase. The man yanked it out of his hand looking way too suspicious for Peter to not follow him. No one glanced twice at him and he kept a reasonable distance walking along like he knew where he was going.

Peter peered around the corner as the mysterious man entered a pass code for a room with the same symbol on it as the folder. Peter waited until he left with two other scientists before making his way toward the door the code clear in his head. Thank god for Avengers Tower how many times had he broken into Tony's lab as a kid; memorizing the door locks when his dad changed them.

He eased his way into the room quickly and shut the door with a soft click. There was only one other door in the white room thank god without a keycode and Peter slipped inside. It was dark with ultraviolet lighting two revolving panels were all that was inside filled with webs that were crawling with spiders all glowing starkly in the dark room. He got closer observing the spider habitats head tilted. There was a line of filaments and his fingers caught one pulling on it curiously before letting it snap back into place.

That was obviously the wrong thing to do as a moment later the machines stopped whirring and the panels stopped moving and Peter put a hand over his mouth cursing lightly and looking around hoping it would start again and that he didn't just accidentally break something. The webbing started to move being drawn into the machine the spiders that had been previously clinging to the threads started to fall and he ducked his head skin crawling as he felt the spiders hit his head some falling to the ground others catching themselves on his jacket and in his hair. He bit his tongue to keep from making a sound but inside he was screaming like a little girl. He shook his head and body trying to dislodge the spiders smacking them off his head finally the barrage of spiders stopped and Peter looked up hitting the last one off his shoulder and shuddering. The panels were moving again and Peter caught his breath and calmed himself before getting the hell out of there.

He moved through the halls finding his way back to the group but not before Gwen caught him. He winced and tried looking for an excuse but nothing came to him and Gwen didn't seem to care either way as she held out her hand.

"Alright, give me the badge." Peter let his head droop "Give it to me." he slowly unclipped the badge from his shirt and handed it over to her, she walked away and Peter was still searching for something to say that would make things better.

"Ah, ow!" He gasped out a sharp pain radiating from the back of his neck he lifted a hand rubbing at the spot, but there was nothing there. Gwen turned around briefly before she turned the corner and Peter took it as his cue to leave.

It was late in the afternoon and Peter knew he needed to get home soon but Oscorp was on the other side of the city from Stark Tower and Peter didn't have the money for a cab ride like that so that left him with the subway.

Peter didn't remember falling asleep and was startled awake as he felt a small drop of water hit his forehead. He jumped and somehow found himself hanging from the top of the bus staring at a small group of thugs. Peter freaked out and fell to the ground landing nimbly and jumping up with far too much agility.

The subway car was basically empty and Peter wondered how long he'd been sleeping as the subway raced back and forth along the tracks. His Pop's was going to kill him.

"Gross now I smell like beer" One of the girls pulled at her shirt in disgust and Peter put his hand on her shoulder apologizing.

"I'm sorry, I didn't mean to do that…" He tried to move his hand but for some reason it was stuck to her shirt. He tried again to no avail, poor Peter didn't know what kind of trick this was.

"Get your hand off her." One of them said and Peter nodded

"I'm trying." He said shaking his hand not understanding what was happening. His mind felt muddled and he was sweaty like he had a fever. The man didn't seem to care about Peter's problems though as he shoved him away but the girls shirt stayed stuck to his hand ripping off her body. Peter blushed trying not to look at the now half naked girl. "I'm sorry" he repeated looking away. He grabbed onto the grab rail to keep himself upright as his vision blurred slightly but again his hand got stuck he tried to yank it from the pole but it didn't seem to want to budge. This wasn't making any sense and Peter was so very confused.

Something flashed in the back of his mind like a warning signal and his instincts worked on their own dodging the man's attack and hitting him as he stumbled past Peter. "Man I'm sorry." He called mentally freaking out. What the hell- another flash and he moved kicking the second attacking guy in the face. Wow he was using moves he didn't even know he had. Peter proceeded to beat up the next two men who tried grabbing him until one remained. He glanced at Peter then toward Peter's skateboard sitting innocently next to the seat he'd been laying on earlier. Peter tried to reason with him. "No man no! Not my board, please!" the guy picked up his skateboard and swung it at Peter who lifted his arm in defense and closed his eyes waiting for impact. The board broke in half when it hit his arm but Peter felt no pain at all and he blinked.

Guy 3 as he was now starting to refer to them as got back up lunging at Peter whom managed to hit him back down accidentally breaking off the grab rail. It weighed next to nothing and peter swung it around trying to apologize as he accidentally hit his attackers over the head. "I'm so sorry!" And just like that it stopped and the pole fell from his hand clanging against the subway floor leaving peter there staring at the unconscious men feeling so confused as to what in the hell had just happened. He looked at his hands in shock.

"Next and final stop Coney Island." The voice rang out over the intercom and Peter cursed as he realized he'd have to walk all the way back to Avengers Tower. Peter cut through the streets avoiding any back alleys as he ran. The skyscraper towered over him and Peter checked his phone and cursed again as he saw the time. He had a couple missed calls from both his parents too. Great. Just great.

The elevator doors dinged and Peter stumbled out everyone was out on the couches and they all swiveled around to stare at him. The TV was off so he knew they had been waiting up for him. Peter winced slightly "Hey, hey sorry, Sorry I'm late."

"Late! Peter it's past 2 in the morning. We were worried." Steve said looking disappointed. Peter nodded

"I know I'm sorry-" A flash and his hand shot out catching hold of a fly. He blinked at it and let it go shaking his head and waving it away from him. He stood there for a second a bit out of it. "I'm so sorry I kept you guys up." He turned to the rest of them "I'm insensitive, I'm irresponsible…" Steve thought Peter might be taking this a bit far but Peter was already walking past them and into the kitchen. The other's stood up following Peter in concern.

"You're son is acting like a freak." Clint whispered "Ow! Nat!"

"I'm hungry." He added ignoring clint and opting for opening up the fridge and pulling out all the leftovers stacking them in his arms as he bit into a slice of leftover pizza "Mmm this is so good." Peter hummed through a mouth full taking another big bite. "Best Pizza ever."

"Maybe he's on drugs?" Darcy raised an eyebrow at Peter.

"Peter? Not a chance." Tony reasoned and the others had to agree with him. Peter would be the last one to be on drugs.

"Something is very very wrong," Steve said.

"Yeah, that's Coulson's 'healthy' pizza. Nobody likes that crap." Tony said and Coulson looked affronted.

"Tis true, my apologies son of Coul."

Peter took his mountain of leftovers and made his way to the elevator. "I'm just gunna eat in my room." He said as he slowly made his way out the kitchen door. They watched him until he was out of site. Coulson turned to Tony

"That Pizza is made with kale Tony; kale and my love. Someone has to keep this family healthy!"

Later that night Peter splashed his face with cold water trying to help clear his mind. When he noticed a small fiber attached to his shirt. He picked it up following it with his hand, it lead to the back of his neck and he yanked wincing at the sudden pain. He continued to pull at the thread shuddering because he was positive he already knew what it was. And yes, there at the end curled in on itself was the dead spider from Oscorp. Peter stared at it feeling strangely sick.


	3. Chapter 3

*BEEP BEEP* Peter hit his alarm clock aiming for the snooze button but instead he managed to smash the machine into pieces. The teen was too drowsy to really notice it much, things exploded or got smashed up in this house far too often for it to raise an eyebrow.

He pulled himself from the bed with a low groan and shuffled to his bathroom his eyes still half closed fumbling around for the toothpaste and toothbrush. Somehow in his daze he managed to empty half the tube onto the mirror. Peter sighed and ran his toothbrush under the mess scooping up some of the minty paste and proceeding to brush his teeth; he'd clean it later.

Peter's hand came in contact with the faucet and with barely a touch he broke off the cold water handle. It sprayed him in the face and Peter jumped back suddenly more awake, he grabbed the towel on the rack next to the sink but accidentally pulled off the metal rack along with the towel. Finally after some less than graceful fumbling he'd bunched the towel over the spraying water and stepped back carefully as the sink continued to leak. Maybe he just needed another towel. Peter grabbed the doorknob of the bathroom closet where all the extra towels were stored; it came off in his hand and he looked at it.

On second thought, the teenager just really needed to get out of this room. Peter reached for the bathroom door handle but stopped grabbing it with the tips of his fingers and barely turning it he eased the door open and slipped out.

Peter sat on his bed doorknob in one hand and toothbrush in the other. He senses were in overdrive; he could hear everything, his eyes picked up on the smallest details, and it made his head spin. His head twitched from left to right as he tried to get a hold of what was happening to him. The window he'd opened last night whistled when the morning wind blew through it and the usually small sound was suddenly magnified in his ears making Peter jump holding his toothbrush out like it was going to somehow protect him. He stared at the window for a moment thinking that he must be going insane.

Peter walked carefully to his computer and began researching. He knew more than most teenagers about heroes and super powers. He knew that there were more out there than anyone else knew of. Peter had always dreamed of being a hero like his Pop's or his dad when he was a kid, but he'd resigned himself to being a normal teenager after he realized what complete klutz he was. Heck his parents wouldn't even let him learn how to fight. They wanted to keep him away from what they did; they wanted him to be safe.

Still the childish part of Peter, the small voice in the back of his mind that still yearned to be an Avenger wondered if one could get powers from being bitten by a spider. Who knows though, right? Oscorp could have done anything to those spiders, maybe they were radioactive?!

He typed away at his computer trying to find the species of spider and then when that failed he tried to identify the type of spider bite but none of the symptoms seemed to fit. He knew he could ask his Uncle Bruce but then he'd have to admit to sneaking into Oscorp and he would be grounded for months... or maybe years with how much Tony hated Norman.

His hands typed faster and faster as he flipped through pages and pages of data. Suddenly an idea struck him 'Richard Parker Spider ahflshfohsnfogfj' Peter lifted his hands the keys of his laptop were stuck to his fingertips. This was beginning to get seriously out of hand. The teen managed to get himself unstuck from the keys but he dropped a few under his desk and ducked down to find them. He pulled out his birth dad's old file remembering how he'd stashed it there to hide it from his pops. Peter flipped it open. This held all the answers he just had to understand what it was saying. What was his father trying to tell him?

Peter began to work. He borrowed books on genetics from the school library and poured over them comparing them to the notes in his file.

It was a pretty nice day and Peter found himself perched on the balcony where his dad normally landed after a flight as Iron Man. He scribbled down his own notes clicking his pen when he got stuck and shuffling through a few other books. The wind ruffled his hair every now and again but it wasn't annoying enough to get him to go inside.

"Peter?"

The teen in question hardly looked up and back toward Steve. "Hmm?" He questioned.

"What are you doing out there?"

"I'm uh…. Homework." He said

"On what?" Tony asked his arms wrapped around Steve peering at his son as he dangled a foot off the ledge. Peter had never been averse to heights so it wasn't that weird but it wasn't usual Peter behavior either.

"Cross-species genetics," Peter replied.

Tony scoffed he wasn't a big fan of genetics. Steve flicked his husband. "You could ask Bruce if you're stuck, he's good at genetics."

"So am I." Tony spoke up "I may not exactly like the subject as much as mechanics but I'm still good at it."

Peter waved them off "I'm fine." He mumbled turning one of his book around and looking at the author's page. It was written by Doctor Connors. Peter hadn't gotten the chance to talk to him yet, maybe that was his next step in figuring out this mystery. He stood up. "I'm done now anyway." He piled all of his books up. "I'm going to go out for a bit. Be back later."

"Sure, be careful." Steve called after him.

"Don't forget your curfew," Tony added.

Peter waved a hand to show he'd heard them both and continued up to his room throwing his books onto his bed. He grabbed his computer and proceeded to hack into the New York City database searching for Curtis Connors home address.

It took him less time to find the address than it did for him to finally get up the courage to ring the doorbell. He waited shuffling his feet until the door opened. "Dr. Connors…" Peter stumbled unsure of what to say "You… you probably don't remember me I-I-I'm"

"You're the intern from the other day." and Peter blushed at the thought of Connors remembering him.

"Yeah yeah that's right" He nodded

"I'm sure you're a very nice young man but this is a home I ask that you make an appointment in my office." He began to close the door and Peter closed his eyes tightly before blurting out.

"I'm Richard Parker's son."

Connors paused looking back at Peter as though trying to recognise him. His eyes widened minutely "Peter?" He let the boy in and offered him tea. "I'm afraid I can't help you much Peter, I don't know why they left or where they were going." He moved the kettle knocking a cup off the counter. Peter's reflexes kicked in and he caught it by the handle. Connors paused raising an eyebrow at Peter impressed. "Good reflexes"

"Thank You" The Teen smiled tightly putting the mug to his lips. He was really beginning to get used to this new strange superpower. "I read your book."

"Oh?"

"Yeah it's something. So you really think it's possible, cross-species genetics?"

"Yes of course, but for years you're father and I were mocked for our theories not just in the community at large but at Oscorp as well. They called us mad scientists. And then your father bred the spiders and everything changed... The results were beyond encouraging they were spectacular; we were going to change the lives of millions including my own." He sighed " And then it was over, he… he was gone took his research with him and I knew without him I...I…." He paused for a moment looking over at Peter "I was angry. So I stayed away from you and your family and for that I am truly sorry." Doctor Connors looked down and Peter looked away for a moment pursing his lips. He looked back and opened his mouth but shut it again unsure how to bring this up.

"Say… say it worked, say you got it to work. Like how much would the foreign species take over? What could the side effects be?"

"It's hard to say considering no subject survived. The problem was always the-"

"Decay rate algorithm."

"Right"

"Right." Peter walked over to the table pointing to a notebook "Can I- uh?"

"Of course." Peter sat down and grabbed the pencil and notebook; when he was done he flipped over the notebook and showed it to the doctor.

"Extraordinary" Connors said looking up at Peter "How did you come up with this." Peter shrugged and tapped the pencil against his head as an answer. "Peter how would you feel about coming to see me at the tower one day after school?"

"Yeah." Peter nodded

"Thank you"

It was free period in school and Peter was in the gym taking pictures for the school. Flash and a bunch of his basketball buddies were shooting hoops in their uniforms showing off. Cheerleaders were practicing stunts in the the corner and a small group of girls were painting posters for the big game.

Peter heard Flash argueing with a girl over spilt paint. He went over to her feeling bad and picked up her paint bucket smiling awkwardly "You alright?"

Flash hit another ball away and it was flung toward them. Peter wasn't even sure how but his reflexes kicked in again and he caught the ball without even looking at it. He looked down at the basketball and then up at the girl who was staring at him with wide eyes.

"Give it up Parker." Flash held his hands out to the ball. Peter looked from him to the girl and an idea came into his mind. It was a terrible idea, basic revenge, Steve would never condone it, and on top of that he didn't even know if he could pull it off. Still what a great way to test his new found abilities.

"One sec." He handed the girl his camera and turned back to Flash "Why don't you take it from me." Flash looked at him with gritted teeth.

"Go ahead Flash, take it from him, man." One of the players called out.

"Yeah go ahead take it." Flash reached for the ball but Peter moved it behind him and to his right hand. He moved it again up above him and Flash lunged for it. Peter moved it around and Flash turned and Peter bounced the ball off his back.

Flash regarded Peter for a moment looking pissed and Peter faked throwing it and Flash ducked. Now Flash looked really pissed but Peter just kept that innocent facade up as he held out the ball. "Just take it." He said with a shrug. Flash only stared at him and Peter lifted his free hand covering his eyes. "Alright how bout this." he turned away. Flash grabbed the ball but it wouldn't move from Peter's hand. The other players began to yell at Flash. And Peter looked at Flash and whispered "Take it Flash."

Flash let go of the ball and took a few steps back and Peter began to dribble. Flash glared "Alright bring it; come on Parker! Come on!" Parker ran forward dribbling the ball he pushed right past Flash sending the bully to the floor and jumped dunking the ball, breaking the rim off, and smashing the backboard in the process. Peter landed on his feet rim in hand looking up at the shattered backboard in shock, he hadn't meant to do that.

 _ **AN: Sorry about the weird publishing issue I had. Not sure what happened but here's an extra chapter as my apology :)**_

 _ **Also, I know my Grammar isn't always the best, I'm trying to fix that. But I hope you all still enjoy this! Thank you for reading!**_


	4. Chapter 4

"At least they're not going to make us pay for the backboard." Peter reasoned looking at Steve hoping his pops wasn't too mad at him. He'd hoped it would be Tony to come, his dad was super lenient about these things he'd probably congratulate Peter and then tell him to tell Steve that he'd gotten a lecture. Steve on the other hand... He loved his Pops but Captain America was harsh sometimes and he always gave Peter that disappointed look. The one that was almost worse than yelling.

"I don't care about the backboard. You father owns a million dollar company, Peter."

"Billion dollar actually."

"Peter."

"Shutting up." Peter mimed zipping his lips and Steve sighed running a hand through his hair.

"Is what you're principal said true, did you humiliate that boy?"

Peter groaned his pops hated bullying more than anything. He looked at Steve and then away for a second before shrugging "yeah I did and he deserved it. Pops this guy deserved it."

"Is he the one that hit you?"

Peter bit his lip but nodded "Yeah."

"So this was all about revenge." Peter's head went back and he stared at the ceiling in frustration. Steve wasn't done yet though "If so you must feel pretty good about yourself right now. Am I right?" Peter didn't answer he just grit his teeth and looked away "Am I right or wrong?" Peter shuffled his feet "Yeah I thought so. I want you home tonight at 6." Peter started to protest but Steve wouldn't hear it "We're talking about this with your father. Don't be late. Is that understood?" Peter nodded but that didn't satisfy Steve "Is that understood?"

"Yeah," Peter mumbled.

Steve looked over Peter's shoulder and he recognized the girl there from the one of Peter's computer. "She looks familiar." Steve teased "That's right she's the girl on your computer." he said this part particularly loud and Peter shook his head at his Pops eyes full of betrayal. "No fonduing." He told Peter who went cherry red. But before he could get his mouth to move Steve was gone leaving a mortified Peter behind.

Peter laughed a little late "Ok" he called out turning to face Gwen. "He's a character; he's my... my Pops." Peter stuttered over his words. "He's a pathological liar thought you were someone else."

Gwen smiled and nodded looking bummed "Man you don't have me on your computer." She teased

"Well… yeah, I took a photo of the debate team, you're on the debate team. So…"

"Right."

"He must have seen… I was touching up stuff."

"Touching up stuff?"

"I was… I was… I'm not going to answer that." He laughed and gwen giggled.

"By the way, Fondue?"

"Don't ask, please!" Peter urged.

Gwen laughed "Alright, then did you get expelled?"

"No, I didn't get expelled. I got community service." they stared at each other for a moment. "Umm, so you want to… Umm, I don't know… umm…."

"Wanna what?"

"I don't know." Peter wanted to slap himself. Speak Parker Speak! "Umm... I don't know- we could umm… or we could do something else or we could…. Uh.. if you don't" Peter stumbled through the sentence knowing he was making a complete fool out of himself.

"Yeah," Gwen interrupted him.

"Yeah?" Peter asked back in slight shock.

"Yeah, either one."

"Really?"

"Sure"

"Alright good." Peter nodded "Okay but I can't right now... I can't right now, I'm so busy." Gwen nodded agreeing with him "but uh maybe some other…"

"Some other time." Gwen nodded "Bye." She turned walking away and Peter smiled after her. The teen made his way to an old abandoned warehouse by the pier with his new skateboard and pulled a few tricks on it. His balance was extraordinary and his reflexes were like nothing he'd ever seen before. He was loving it. Jumping on walls and doing back flips off the rafters landing lightly on his feet. Finally, he was something more than just puny Parker. Peter had never felt so proud of himself, he wanted to tell his dads, maybe tonight after they talked Peter could explain it all to them and maybe they'd even agree to train him! Peter looked at his watch and nearly cursed he had to get to Oscorp.

Connors gave him a tour of his labs, he walked with Peter around the facility pointing things out. A certain Machine caught his eye. "I remember that." He said, "I've seen that before."

"The ganali device."

"Yeah I remember a picture of that in my dad's office."

"The idea was so simple; load it with an antigen it creates a cloud which can be dispersed over a neighborhood or an entire city. Theoretically, you could cure polio in an afternoon."

"It's incredible."

"Well, others disagreed. What if the device were loaded with a toxin? What if you wanted to opt out, you can't run away from a cloud after all. So here it lies gathering dust." They both stared at the machine a minute longer before heading over to Connor's personal lab. "What you see here is a computer model of a lizard. Many of these wonderful creatures have so brilliantly adapted; they can regenerate entire limbs at will. You can imagine my envy. We're trying to harness this capability and transfer into our host subject, Freddie, the three legged mouse. Enter the algorithm now."

Peter moved around the Hologram and did as he was instructed. His phone started to ring halfway through and Peter pulled out his Stark phone. Tony's smiling face popped up on the screen letting him know who was calling.

"Do you need to take that?" Peter shook his head and silenced his phone. He knew he was late, but so what, it was one time, his dads had to understand.

"System ready for gene insertion." the computer voice intoned

"Ok," Peter handed it off to Connors "I see what you're trying to do."

"Free up the proteins…"

"Free up the immune response." Peter completed and they watched as the computer began to run simulated tests.

"Pending…. pending... failed. Subject Deceased. Pending... failed. Pending... failed. Pending... pending... failed. Subject diseased. Pending…."

"Ugh," Connors looked away with frustration. But Peter continued on hope in his eyes.

"Come on, come on, come on." He urged it to work.

"Algorithm accepted; regrowth complete. Vitals normal, blood pressure normal. Regeneration successful."

Peter smiled as did the Doctor. "Extraordinary," He said looking at Peter brightly he squeezed the teen's shoulder. "Thank you.

Meet Fred and Wilma our three legged mice." he handed Fred to Peter who cradled the tiny mouse in his palms.

"Hey, buddy I got you."

"Ok careful I don't want to stick you by mistake, human trials aren't until next week." they both smiled and then it was done. All there was left to do was wait. Doctor Connors invited Peter back to the lab to check on Freddie later on and Peter willingly agreed. This is what his dad would have wanted, this is what he was working on before the plane crash, and it felt so good to be able to finally do something. To make a difference.

Peter skated home and hopped into the elevator riding it up to the lobby feeling content for the first time since he'd found his father's old briefcase.

Unfortunately, the feeling didn't last very long "Peter didn't you forget something?" Steve and Tony were waiting for him. None of the others were around and Peter stopped short. His phone rang in his pocket and Peter fumbled but Tony stopped him.

"Don't answer that, though I'm glad to know it's working." Peter opened his mouth and shut it again.

"I told you to be home Peter, I even called you multiple times. Where were you!?"

"I'm sorry Pops I got distracted I was… at the library and…" that was not the right thing to say as both Tony and Steve froze looking at Peter. It was Tony who spoke first.

"You can stop lying to us Peter we're smarter than you think."

"I didn't… I'm not… What….?"

"I know you were at Oscorp Peter; when you didn't answer I tracked your phone."

Peter pulled out his phone. "You have a tracking device on my phone." Peter felt anger rising in him.

"It's for your own safety." Steve cut in.

"It's a complete breach of privacy!" Peter snapped at Steve.

"Don't yell at your father" Tony yelled

"Don't spy on me!" Peter yelled back and Steve winced this was going bad fast.

"What were you doing at Oscorp?"

"Why do you have to know everything? Don't you trust me?"

"Answer my question Peter."

"I don't know maybe I was giving away Stark Industry secrets dad." Sarcasm leaked from his voice. And he glared at the floor. Steve stepped in knowing this was not what they needed to be talking about at the moment.

"This isn't about that Peter. This is about responsibility I asked you to be home at 6. And you not only didn't listen but you consciously ignored our phone calls and lied about your whereabouts. I just want you to take some responsibility for your actions."

"Yeah, that's great coming from you. You're captain freaking america you can't do anything wrong. I'm just a screw-up."

"Peter that's not… We're your parents-"

"NO, You're not!" Peter yelled finally at his breaking point. Steve and Tony both stopped and Peter blinked tears out of his eyes he turned around and walked back toward the elevator to go down toward the main lobby. Before the doors closed Peter rifled through his pockets and threw the cell phone out onto the ground harder than he meant to and the screen shattered. Peter didn't care.

"Peter, where are you going?" Tony tried to catch up to Peter but the doors were already closing. "Peter come back here!" But there was a ding and the Peter was on his way out. "JARVIS-" Tony started but Steve stopped him.

"Tony just leave him alone for a little while, he'll be alright. We all need to cool off."

"I just don't know what to do anymore Steve. He was at Oscorp! OSCORP!"

"Is that such a bad thing, he's curious."

"I don't trust them. That Norman Osborn is a shady S.O.B"

"Tony." Steve gave his husband a pointed look.

"You know there's a really good reason for him being at Oscorp." The superhusbands jumped and Tony cursed loudly.

"Goddammit, Clint I swear to god!" Tony glared as the archer swung down from the ventalation system and made a mental note to install a few booby traps in the vents as revenge.

"Look I just wanted to point out that Peter's father worked at Oscorp." Clint cut in silencing Tony's rant about eavesdropping and how he was going to have JARVIS disable all of Clint's hearing aids. Which really wouldn't have mattered since the spy was adept at reading lips.

Steve looked distinctly uncomfortable and Tony winced. They knew this would happen someday; it was every adopted parent's worst nightmare.

"Do you think he hates me?" Tony whispered running a hand over his face.

"No." Steve wrapped his arms around his husband "Of course he doesn't hate you, Tony, he's just a teenager he's trying to figure out who he is and that's a lot harder when you're adopted." Steve explained.

"I'm worried about him being out there at night by himself," Tony added and Steve laughed burying his face in Tony's shoulder to muffle his laughter. "What?" Steve shook his head.

"I just remember when we adopted him everyone thought I was going to be the worried mother hen, but it was always you." Tony rolled his eyes but smiled. Steve leaned down to plant a kiss on Tony's lips but they were interrupted.

"Get a room!" Clint made a gagging motion. "Want me to go after our resident angsty teen?"

"Just watch out for him, thanks, Clint."

"Aye Aye cap'n." Clint saluted and was gone.


	5. Chapter 5

Peter walked the new york streets hands in his pockets and hood up until he reached the nearest 24-hour convenience store. He grabbed a milk and set it down on the counter.

"$2.07" Peter rifled through his pockets finding only $2.05 and he'd forgotten his wallet at home in his backpack. "I said $2.07"

"Yeah I know" Peter bit back at the rude grocery attendant. He reached over and grabbed two pennies laying them on the counter.

"No. You can leave a penny, you can't take a penny."

"What?"

"You can leave a penny anytime. You have to spend 10$ to take a penny. Store policy." the store attendant reiterated. "You gonna pay? You're holding up my line."

"I don't have two cents."

"You can't afford your milk just step aside. What daddy didn't give you enough milk money?" the guy taunted

"We're talking about 2 cents."

"Just step aside." the man behind him put his beer on the counter and Peter grabbed his two dollars and five cents and moved. He was almost out the door when he heard a crash and looked back over the guy had knocked a display stand on the counter down and when the fat guy bent over to pick it up he grabbed the cash out of the register. Peter watched and the guy looked up at him and tossed him the milk he'd just been trying to buy. The teen caught it and watched as the thief ran for it, peter ducked out of the store.

"Hey! somebody stop that guy." The convenience store cashier ran out yelling at the man with the beer. Peter stood off to the side watching "Hey man a little help?" The cashier asked him. Peter shrugged.

"Not my Policy."

"Somebody stop that dude!"

Peter shook his head and turned to walk away for once in his life he didn't even feel guilty about it. At least not until he heard the gunshot. Peter froze and time almost seemed to slow down. He crossed the street just in time to see the thief rounding a corner and on the sidewalk before him was a kid. Well, a teenager, probably his age and Peter blanched at the growing red stain on the teen's shirt. He fell to his knees not really sure what to do but knowing he had to stop the blood. He put his shaky hands over the wound and pressed down hard. "Someone call an ambulance! Someone call an ambulance!" He looked back at the teen who was staring at him through half lidded eyes. Blood pooled around his fingers and peter felt like retching but he held it back "Oh my god, Oh my god."

That's how Clint found him huddled over the dead body of another teenager trying to keep pressure on the wound. Clint pried Peter off of the boy and Peter fought against him. "No! Clint we have to keep pressure on the wound."

"No, you don't, not anymore Petey." Petey. No one had called him that since he was 13 years old. Peter had never seen a dead body before. Growing up with avenger's assured him a pretty protected childhood and the shock of blood and having to see the light leave the kid's eyes. Peter heaved up half his stomach in a nearby alleyway Clint hovering just behind him rubbing a hand down his back trying to be comforting. "It's going to be ok Petey."

"No, it's not." Peter shook his head rapidly "It's not… I didn't… I could have…"

"There's nothing you could have done." Clint said firmly "If you had it might have been you and not him." Clint knew that was harsh but he needed Peter to understand the danger.

It didn't take long for the police to respond and Clint told them they could come get Peter's eyewitness account at Avengers Tower as he was minor and should be getting home. The police agreed and said they'd be over as soon as they were done at the scene.

Peter was still shaking and covered in blood when the elevator dinged. He was leaning heavily on Clint and hadn't spoken a single word the entire walk home. Clint desperately wished he'd gotten there sooner than he could have stopped the whole thing before Petey had to get involved. Spared the kind the from the site of something that would probably haunt him forever.

"Peter! Oh my god." Natasha was the first one off the couch but Tony and Steve were the first to Peter both fretting. Peter said nothing the entire time just kept his head down and that worried the two super dads more than anything. Clint was the one who reassured the other avengers and Steve led Peter up to his room to get cleaned up.

Peter had never scrubbed so hard before trying desperately to get the blood off but he could still see it whenever he closed his eyes. Steve hugged Peter tightly to his chest.

"Did you know him?" Steve asked and Peter shook his head. The teenager probably went to another school.

"I could have saved him Pops. I was right there…. I could have…" Steve just held Peter tighter.

The cops didn't ask much just showed Peter a sketch of the man and asked if it looked like the one he'd seen. Peter nodded and asked if he could keep the sketch. The policeman nodded to him and told him one other detail. The man had a star on his left wrist. Peter remembered seeing it too when he was taking the money from the register.

Things weren't the same after that. Everything felt different and Peter was wracked with continuous guilt. He woke up at night from nightmares and all he could see was the pained face of a scared dying teenager.

When he went to school on Monday he ran into Gwen. "Peter… my dad, he told me what happened." Peter remembered her dad was on the police force. "I'm so sorry." She pulled him in for a hug and in any normal circumstance he would have been thrilled but not this time. Now it just made him feel guilty. People kept telling him they were sorry. About what? They shouldn't feel sorry for him, they should feel sorry for the kid that died.

How many other people out there died on the streets like that. It became a sort of obsession for Peter. Sure his parents were superheroes but they only dealt with the big stuff; the alien invasion and the supervillains. But what about things like this? The police couldn't be everywhere last night proved it. And then there was that Police sketch of the man from the convenience store. Peter couldn't just forget it, he couldn't go back to just living his life as he had been before. He forgot about his birth parents and Oscorp and school. Nothing seemed to matter as much anymore.

The idea cemented itself in his head after school on Tuesday. Peter was out at night, just walking home when he'd heard a guy yelling at some girl pushing her against the brick wall as they screamed at each other.

"Hey!" He yelled getting the guys attention. "You like beating on girls?"

"Hey, pal just keep on walking. You're in the wrong place buddy." Peter didn't listen instead he pushed the thug who immediately pulled out a gun pointing it at Peter. Except Peter was faster, he grabbed the man's wrist and squeezed "Drop the gun, you gonna kill me too?" His voice was calm and the guy lets out a groan of pain dropping the gun as Peter crushed the bones in his wrist. Peter punched him twice before throwing him into the opposite wall. Another guy emerged from the alley, baseball bat in hand, the original thug's friend Peter surmised. The guy with the bat hit Peter in the back and Peter elbowed him and tossed him aside. Now there were about 5 of them.

The teen looked at them for a second and turned running. He pulled some cool parkour moves jumping off walls and hopping over fences. He climbed up one wall onto a fire escape and used that to get to the roof. The guys followed him up but Peter just kept going kicking and punching as he jumped around like a spider sticking to the walls. The man with blonde hair was soon the only one left standing and Peter jumped toward him dodging his punch and kicking his feet out from underneath him. The man fell slipping over the side of the building; Peter caught his left hand and pushed his sleeve down. Nothing. No star. The man in question looked terrified dangling off a building with just Peter stopping him from falling. Peter pulled up both his wrists till he had a grip on the side and then let him go. The man could pull himself up.

His goons ran around the corner and Peter was getting ready to make a break for it when the roof beneath him caved in.

Peter fell landing hard on an old boxing ring. He had the air knocked out of him for a moment but he recovered quickly, faster than any normal human, but Peter knew he wasn't exactly normal, not anymore.

"I know what you look like. You hear me! I've seen your face." The thug yelled down at him. Peter didn't respond as he sat up stretching his muscles and looking around. But something rang true in the man's words. If this got back to his Dad's they'd ground him for life. He'd thought about telling them or about going to Bruce, maybe even Coulson but in the end, he couldn't bring himself to do it. Especially not now after he'd made his choice to hunt this guy down, they'd never agree to it and Peter needed this. He wasn't sure really why but it just felt right.

Peter caught site of an old wrestling billboard and he knew what he needed; a mask. A secret identity. Most superheroes had them… unless you were Tony freaking Stark.

Not that superhero really fit what he was doing. After all, he didn't start this because he wanted to save the world, he wasn't even doing this for the dead teenager. He was doing this for himself to get rid of the guilt and maybe find some closure. It was purely selfish and heroes weren't supposed to be selfish. So no he wasn't a hero.

Peter bought some inexpensive red material online using his limited funds and made a mask with a pair of old sunglasses. Then he spent his nights sneaking out and finding any crook fitting the description of the thief. Peter also began experimenting with organic components. He wanted to replicate a spider's webbing only make it stronger enough to hold a person or even a vehicle.

He spent all his spare time in and out of Stark's labs and he even went to Bruce a few times with very vague questions. And anytime anyone would ask Peter would just brush them off telling them he'd let them know if he ever got it working.

Tony was curious, but Steve kept him at bay. Truth be told most of Peter's family was just happy he'd moved on from the death he'd witnessed and started acting like Peter again. Always working on something and always busy. So they let him be and they didn't ask too many questions.

Peter had nothing to go on but trial and error to make not only the webbing but a device to shoot it from. He got sprayed in the face with his synthetic webbing and it took him hours to pry the sticky substance off. He was at the very least headed in the right direction.

As for what he'd deemed the web shooters. Well, those were quite a bit easier than the synthetic webbing. Still, he needed them to be light but also very precise and easy to use.

"Mother hummer!" Peter yelped when he'd accidentally electrocuted himself. Tony laughed at his self-censorship and Peter blushed but he'd always refused to curse in front of his Pops; Steve Rogers was strict about language. God, he remembered the first time he'd let out a curse.

The three of them were in Tony's lab. Tony was busying himself with suit repairs and remodels. And Steve was having a go at his punching bag. Peter had been lending a hand when he was needed as well as messing with Dummy and Butterfingers. He'd been reaching down to get pick up a fallen bolt and dummy got to close and it had resulted in a head-on collision between the two. "Fucking hell!"

"Peter Rogers- Stark! Language" Steve reprimanded.

"But Pops… he and I… and it hurt" Dummy gave an apologetic whistle. And Peter patted him on the head.

"Who did you even learn that from" Steve looked accusingly at Tony who raised his hands innocently.

"Oh come on, I'm not the only one who curses on the world, Steve."

"Yeah, Pops you can't live in New York without hearing at least 5 curse words per second." Peter reasoned.

"Well not in this household." Steve made himself very clear and Peter sighed but nodded. So instead Peter had gotten rather creative with the way he worded things. Most of them made Steve rolls his eyes but Uncle Clint always got a laugh out of them.

As he got closer to a completed design he started working more in his room, away from the prying eyes of his family.

And it worked! At last. The teen marveled in awe and he swore he could hear little angels singing in his ears. Hallelujah! Oh if only Tony could see this! He could almost imagine his Dad's praise along with his signature hair ruffle.

Peter had thought about telling his parents multiple times but there had always been that nagging in the back of his mind. If his parents knew they'd freak out. Steve and Tony were cool parents for sure but majorly overprotective and in their line of work Peter could definitely understand that. It's why he always went by Peter Parker and used the hidden entrances to the tower. It wasn't the world's biggest secret or anything and Peter wasn't a crazy delinquent so the press had easily gotten bored with him and moved on to more interesting celebrity children like Harry Osborn.

Peter and Harry had been friends in grade school and Harry had always known his as Parker and Peter hadn't bothered to tell him the truth. Their dads didn't get along and he'd liked Harry a lot so he'd just been regular old Peter Parker and that was fine with him. But of course Harry had gone the way of most celebrity children with absentee fathers and was shipped off to boarding school Peter was sad to see him go.

It was weird Peter hadn't thought about Harry for a long time. They'd kept in touch for the first few weeks but they were young and the friendship fizzled with distance. Peter shook his head and continued on admiring his work and running other necessary tests. Strength, accuracy, mobility in the air.

Now all that was left was the final test run; it would be the most dangerous, and if it didn't work Peter would be a smudge of the cement below. But oddly enough even with that looking over him Peter felt more thrilled than scared. He had faith in his inventions. He made sure he was far from Avengers tower and he took a moment to admire New York Skyline easily able to pick out his home and even Oscorp from his position. Peter laid his hand on the roofs ledge and slowly lifted himself up into a handstand being careful to keep his balance, next he pushed himself up on his fingertips, then two fingers, finally one hand. It was incredible and so easy! And without giving himself time to over think or worry Peter let himself fall off the side until he was plummeting toward the ground.

"WOOOHOOOO!" If his dads could see him now. Peter laughed webbing the nearest window washing platform swinging down and walking along a bunch of cafe tabletops. He definitely needed to recalibrate a little if he didn't want to accidentally end up like a bug on a car windshield. Still, for a first time, it was a complete success.

Another of the teen's new inventions was a police scanner wired into his phone. ((Tony had given him a new one, without a tracking device though he still argued that it could be useful. Peter told his dad he'd think about it.))

"Attention all units in the confines of precinct 13, receiving a 1030 on West 19th St. and Broadway. Assailant is caucasian male mid 30's 170- 180 pounds shoulder length blonde hair." Peter listened to it while he sat at the top of the Chrysler building. "Last seen on foot heading eastbound on 19th street." Peter pulled on his makeshift mask and jumped from the building he shot his webbing at a helicopter hovering nearby and swung down.

He was a little heavy on the landing but kept his footing and webbed the guy in the back. Peter jumped down checking the guy's wrist. Nothing. And he was off again.

He kept this up every night, sometimes even during the day. People were calling him a vigilante and Peter was loving every minute of it. He even dropped a guy off right outside the police department. He was all over the papers and on the news and it made Peter realize that he needed a better suit.

He looked online needing something light and moderately inexpensive. If it was anything too much his dad would be alerted and that was the last thing he needed to explain. So Spandex. It was what all the athletes wore. He remade the mask and added the spider design.

Peter looked at himself in the mirror once it was finished. All in all the suit was a bit tight as any spandex was but it didn't look half bad.

"Peter!" said boy in question let out a muffled curse pulling off his mask and throwing on a hoodie and a pair of sweatpants. "Hold on!" he yelled shucking on some street shoes and checking in the mirror to make sure everything was well hidden before opening the door and trying not to seem suspicious.

"Yeah, Pops?"

"Can you stop by and get some eggs on your way home from school?"

"Got it!" The avengers did all their own shopping. Tony didn't like the idea of a maid up in their private suites so things like this were pretty normal.

"How've you been doing? I feel like we don't talk a lot anymore."

"Yeah, I'm sorry about that it's just I've been busy with school and stuff."

"I get that, but maybe… family dinner tonight?"

"All of us."

"Yep." Peter smiled and nodded

"Sounds good Pops. Umm.. I've gotta go."

Steve watched Peter leave shaking his head fondly as the boy nearly tripped in his haste.

 _ **AN: I was originally going to hurt Clint but let's face it, he's a super spy there's no way an amateur convenience store robber was going to get a shot in on him. And in my opinion, I think any death would have been traumatizing to Peter. Either way, I hope you guys enjoyed this chapter.**_


	6. Chapter 6

It was early evening, he still had a good hour before dinner, and Peter was on the move again. He saw a man acting seriously shady and Peter grinned shaking his head at how painfully obvious this guy was being. He slipped in the back of the car while the man opened the door and waited and waited and waited until Peter couldn't stand it anymore; he cleared his throat startling the poor crook.

"Seriously man if you're going to steal a car don't dress like a car thief."

"What are you, are you a cop?"

And wow. Just wow! Peter had always had a bit of a lip to him but it had never been more obvious then while he was wearing the suit, something about it just gave him a confidence boost. He was more than just Peter Parker when he was out here he was Spider Man.

"Really? You seriously think I'm a cop. A cop in a skintight red and blue suit? You're... You're" He shot him in the face with his webbing for being an idiot. The car thief panicked trying to open the door but Peter shot out some more webbing using it to pull the door closed. "You've got a mind of a true scholar sir. I was going more for the guys who do the luge."

He abandoned his struggle with the door and just decided to go out the window. Peter snorted. "Good thinking, good thinking; get out the window, out the window." He watched entertained as the big guy pushed himself through the tiny opening falling hard on the concrete. "There you go, you got it."

While the man was struggling to his feet Peter was already out of the car He webbed up to the ceiling and crawled along until he was behind the man. Spider Man flipped up wrapping his legs around the man's head "Crotch!" he yelled in good humor flipping the criminal over onto his back. The car thief was on his feet in a matter of seconds pulling out the tiniest switchblade that Peter had ever seen. And ok, this guy was just asking to be mocked and really mocking is what Spider Man did best.

"Just let me go." the car thief threatened

"Is that a knife?" Peter held up his hands in surrender. "Is that a real knife?" He fell to the floor dramatically.

"Yes it's a real knife."

"My weakness... it's small knives!"

"Just let me go." The car thief spoke and Peter was internally laughing, god this guy was the best, really he was.

"Anything but knives!" And then he shot a ball of webbing at the man's hand attaching it to the wall behind him. "Oh it's so simple."

"What the hell is this!" The man yelled

"Webbing that I developed myself. I don't think you really want to know…"

"Come on! let me go- Ah!" Soon his other hand was stuck with his first one.

" Hold on one sec." Spider Man gave an exaggerated fake sneeze and hit the guy in the crotch and haha that could not have felt good. He shot 1.. 2.. 3.. 4.. And 5 more times laughing loudly at the now incapacitated villain.

"Dude that isn't funny!"

"That is kind of funny" Peter objected, after all he was very amused, but then again he wasn't a car thief.

"HELP!"

"Shhh." Peter held a finger up to his lips before covering the man's mouth and nose with webbing. Peter glared at him all humor lost as he checked his wrist before looking back at the man "This could have gone a lot worse. Now hold still" He cut two quick holes in the web over his nose so he could breathe.

Sirens sounded behind him and Peter turned around watching as a police motorcycle pulled up to the scene. More sirens could be heard in the distance "Oh! Boys in blue here! Yo I got him." But of course things couldn't be that simple for Peter; they never were.

"Freeze." The man had his gun aimed at Peter.

"He's not going anywhere."

"You in tights don't move!"

"Serious?" Peter put up his hands with a sigh.

"Who are you?"

Peter looked back at the car thief still attached to the wall behind him "No one seems to grasp the concept of a mask." He shrugged and moved to leave.

*BANG* *BANG* *BANG*

The policeman shot at him! Thank god for his spidey sense; otherwise he'd be one dead bug.

Peter flipped over the police vehicle and grabbed the gun. "I just did 80% of your job and that's how you repay me." He threw the gun to the floor. The sirens were now right around the corner and Peter ran as they finally pulled up to the scene.

The Police department had really gone all out; there had to be an entire squad of cop cars at this one parking garage. Peter almost felt special… you know, if he wasn't so irritated. Couldn't they see he was trying to do some good in this city?

He flipped onto the back of a truck and then jumped over onto the nearest Semi crawling up and over it flicking his webbing at a beam support above him swinging down onto the lower highway and away from the police. "Alright this has been fun- oh bus!" He yelped as he hit the window of a bus before being banged against its many windows. Ouch, ow, ow, ow, ouch.

Poor Spider Man fell onto the pavement and was nearly hit by a cab. Despite after that minor setback he was on his way swinging gracefully toward home. And man that feeling of flying through the air never got old.

Peter pulled his hoodie up over his head and ducked as he walked quickly through the lobby and toward the kitchen. "You didn't have to wait up for me." Peter said closing the door to reveal Natasha Romanov arms crossed looking less than pleased. Peter might have been scared but his self preservation had gone way down as of late and his heart was still racing with adrenaline.

"Yes I did." She shot back and Peter continued rifling through the fridge.

"No you didn't" Peter intoned and Natasha looked even less pleased if that were possible.

"Where were you? You're Dad's waited and waited Peter! Do you even realize how worried about you they are" Peter felt a stab of guilt but he pushed it back; his Aunt Tasha just didn't get it.

"I was just out. It's none of your business." He snapped

"You're parents think you hate them Peter, doesn't that concern you at all. The way you've been acting lately…" She shook her head "Well, I don't know what the hell is going on, but I'm not going to walk on eggshells with you Peter. You're adopted, yes that's hard but you're lucky you have two great parents so you better get your act together."

"Look I'm sorry I forgot." He turned away from her voice highly irritated now. "I'm going to bed."

"No you're not. Not until you turn around and actually talk to me." Peter did the exact opposite of that, hunching over the kitchen sink and that was really starting to get on the russians last nerve. "Look at me Peter." Peter didn't move. "Peter Parker Rogers-Stark take off the damn hood and look at me." Her voice was icy and Peter knew better than to disobey her when she was using her spy voice.

He pulled off his hood and turned around leaning back against the counter. Half his face was covered in bruises that disappeared under the collar of his hoodie. He was also sporting a busted lip and a black eye.

"Peter." Her voice was stern but maybe softer than before. "What are you getting yourself into?"

"Just let me go to bed Aunt Tasha." he said trying to get past her but she stopped him

"Peter secrets have a cost; they're not for free, not now not ever." She would know that more than almost anyone. The teen just pulled away from her and hefted his backpack higher onto his shoulders before making his way upstairs and to his suite.

Natasha watched him go with a strangled sigh of frustration. Peter wasn't strong; not physically at least, the poor boy was clutzy and all skin and bones; he was probably 100 pounds dripping wet, and the one time Natasha had seen him throw a punch she'd actually cringed.

That wasn't to say Peter didn't have a lot of heart and she knew he could handle a lot; hell he had to deal with watching his family go off on missions wondering if they'd all come back. But the boy was not a fighter and the bruises only made it that much more obvious. The russian would like nothing more than to kill the little punks who'd hurt her nephew, but she knew better than that. It would only make Peter feel worse if she stepped in and took care of his problems. This was something he needed to deal with on his own and hopefully sooner rather than later she didn't know how many more awkward meal times she could go through.

"JARVIS is Peter up yet?"

"Sir, young master Peter has already left; he was monitored leaving at around 5 a.m." the AI informed Tony. Steve ran a hand through his hair and took a big gulp of his coffee trying not to feel hurt by his son's actions. No one knew what to say and Natasha thought it would be a bad time to bring up last night so the awkward silence remained.

"So have you guys seen the news. Spiderman is officially everywhere." Darcy piped up changing the subject and drawing it away from Peter for the moment.

"The guy in the tights." Tony scoffed "Seriously worst superhero suit ever and I'm including Mr. Spangles in that."

"Hey!" Steve bristled pouting a bit, he happened to like his suit.

"It's certainly not the safest material ever. But then again this guy seems really green so that doesn't surprise me." Clint cut in. "Still you have to admire him a bit for trying to tackle New York's petty crimes."

"I don't think admire is the word I'd use." Natasha bit out. "Vigilante's do more harm than good in the long run. They hinder the police and tend to get civilians hurt or worse killed."

"I agree with Natasha on this one." Steve nodded to his friend.

"What a surprise." Tony rolled his eyes. "I agree with Clint."

"Tony you're only agreeing with Clint because it's disagreeing with me."

"And?"

"Forget it, Tony."

"I don't think there's enough information to make a fair judgment yet" Bruce added on even though no one had asked for his opinion. Besides he wanted to stop Steve and Tony before they started in on each other.

"I agree with the tiny scientist. I look forward to seeing more of this man of spiders, he is an odd and interesting midgardian."

Tony threw an arm around bruce and smiled at the man. "Always the sensible one." Bruce looked embarrassed but secretly pleased.


	7. Chapter 7

Peter was walking down the hall keeping his head down and hood up. School had gotten better; Flash Thompson stopped trying to beat him up and most everyone else just left him alone. Which was good because his home life was a mess. Peter had taken any opportunity to avoid everyone in the tower like the plague. He just didn't want the lecture and really what could he tell them? Peter would rather not talk at all then lie.

Gwen brushed up against his side and Peter pulled down his hood and ruffled his hair looking down at his pretty blonde classmate. "Hey."

"Hi."

"How's it going?"

"Where're you headed?" Peter thought about it for a moment.

"Monday B track."

"It's Thursday."

"It's Thursday?" And peter had to do a slight double take. Had it really been four days? He blushed a bit.

"What happened to your eye?"

"What?"

"You're eye it's pretty bruised."

"Oh, oh yeah... no, I don't know." His lying skills were still at less than 0% and well into the negatives.

"It's pretty bad, have you gone to the nurse?"

"Mhmm," Peter nodded Gwen gave him a disbelieving look but decided to drop it something for which Peter was grateful.

"Do you like branzino?" Peter looked a little lost "The fish?"

"Mmmm no, I know." He lied trying to sound not stupid.

"Well if you want" She wrote down her address on a scrap piece of paper. "You can come to this address at uh... at 8:00 tonight, my mom's making branzino." She smiled at him handing over the paper. Peter looked down at it his day brightening "Oh it's apartment 2016 I didn't- I didn't write that part down. I don't know why I didn't" She seemed embarrassed but Peter just smiled.

"I can remember it"

"2016" She reminded him once more nodding and Peter nodded back. He sent a quick text to his dad letting him know he wouldn't be home for dinner tonight. Not that that was anything new.

Steve heard his phone buzz and gave one last powerful punch knocking the bag off it's hanger and into the wall before turning around and picking up his phone. He still wasn't the best with technology so Tony had designed him a what he liked to call 'old person phone' with very basic and easy to understand functions.

Hey, Pops I'm going to a friends house for dinner. Don't wait up.

Steve sighed and sent a quick;

Be careful, have fun.

Natasha thought he and Tony were being too lax with their parenting and she was probably right but he couldn't forget the words the teen had yelled at him 'No you're not.' Peter didn't think of them as his parents and wasn't that cutting. It had hurt Steve to his very core. Maybe Peter had just been angry sure but after that he'd been so distant and Steve was afraid to push anymore for fear of further damaging their relationship with him.

He knew Tony felt much the same. His husband had always assumed he'd be a terrible father and this was especially stressful on the genius billionaire philanthropist.

Despite that fear Steve knew he needed to talk to Peter. To do something… anything… he'd never been good at just sitting around. Perhaps tonight after Peter got home.

One good thing about being Spider-Man was that it was now so much easier to maneuver around the city. He didn't have to worry about taxis or subways and he loved it! Peter dropped onto the fire escape outside Gwen's window and for a moment he just watched her that is until his brain caught up and told him this was kind of creepy and he should probably knock.

She looked up and smiled coming over and opening her window for him. Peter grinned back at her. " Hi. How did you get out there?"

"The fire escape, you're doorman's intimidating." He explained crawling through the window and into her room feeling a little nervous.

"It's 20 stories!"

"Yeah," Peter shrugged as if it was no big deal and for a teen with spider powers it really wasn't.

"Is this your room?"

"Yes, this is my room."

"Whoops?" He shrugged and Gwen laughed so he figured she didn't think he was too much of a freak. "Oh" He remembered something. "Hey I got your mom these…" He pulled of his backpack and pulled out a broken bouquet of flowers.

"Lovely."

"Yeah, they're beautiful right?" He sighed at his failed gift.

"They're beautiful." she reiterated trying to cheer him up.

"They were nice," Peter said flushing and covering his face with what was left of the bouquet.

"No, they're beautiful."

"I'm sorry?"

"No, it's impressive they actually held together very well."

"I'm gonna keep these" He told her throwing the flowers back in his bag.

"Do you have your suit in there?"

"My suit," Peter asked very confusedly. Oh no was he supposed to dress up?! God, he was so bad at this; he should have asked his pops.

"For dinner? Are you gonna wear that? That's umm not-"

"Hey Hon-" Her dad walked in and Gwen turned to look at him and Peter just shuffled awkwardly wincing. This evening was already a disaster. Damn it Parker you are hopeless. "You must be Peter."

"Dad this is Peter." Gwen introduced and Peter was frozen in place for a moment before realizing that he should probably say something. He stepped forward holding out his hand

"Hey, nice to meet you, sir."

"Nice to meet you." He nodded though his face spoke of quite the opposite. "Dinner's ready" He announced to both of them. "I hope you like Branzino."

"Who doesn't?" Peter smiled. Oh, why did Peter do this to himself? He poked at the fish with his knife.

"Oh, you're having trouble there aren't you." Gwen's mom looked slightly amused. "Simon help Gwen's friend with his fish." And dang it this was embarrassing Peter though as the youngest little blond boy helped him cut up the food on his plate with a smile.

"First time?" the little boy asked. Peter looked over the top of his blonde head toward Gwen who smiled at him and mouthing 'Branzino.' making Peter blush in embarrassment.

"George, why don't you tell us about your day?" Mrs. Stacey said to her husband trying to steer the conversation away from a very red faced Peter.

"Oh yeah dad, catch that spider guy yet?"

Peter froze.

"No we didn't catch him yet, but we will." Peter officially had the worst luck. He had to be in love with the one girl in school who's the daughter of the Police captain. "He's an ammature who's assulting civilians in the dead of night. He's clumsy, he leaves clues…" Wait what clues? Peter's mind was in overdrive. "But he's still dangerous." And hey he was not dangerous!

"He's assaulting people?" Peter half stammered he should just keep his mouth shut but come one he couldn't just not defend himself. Captain Stacey was making it out like he was the criminal. "I'm not sure, I mean, I saw that video of him and the car thief and I think that most people would say that he was… providing a public service."

Gwen grimaced looking down at her plate and shaking her head. Crap! Yup Peter definitely should have kept his mouth shut.

"Most people would be wrong." Captain Stacey corrected "If I wanted the car thief off the street he'd already be off the street."

"So why wasn't he then." No, bad Peter, shut up! Why did his mouth refuse to listen to his brain? Captain Stacey leveled a look at Peter that reminded him very much of his dad when he went all Captain America. Gwen laughed awkwardly

"Let me illuminate you, see the car thief was leading us to the people who run the entire operation. It's been a six month long sting, it's called strategy. I'm sure you're aware of the term strategy, you've probably heard about that in school." And ok Peter was starting to get a bit irritated he hated when people talked down to him. His only saving grace was the fact that he felt a bit guilty. So he still needed some practice on this whole crime hunting thing but come on give him some credit for trying to do some good.

"Well, obviously he didn't know you had a plan." Welp, since this dinner was already going horribly, might as well go for the trifecta. His dad always said 'go big or go home'.

"You seem to know an awful lot about this case; you know something that we don;t know I mean who's side are you on here?'

"I'm not anyone's side. I saw a video on the internet-"

"Oh, you saw a video on the internet. Well, then the case is closed."

"Well no, I'm just saying if you watch the video- I can send you a link- it looks like he's really trying to help."

"No don't stop. Yeah sure on the internet he's being made out to look like a masked hero or something"

"No, No I'm not saying he's a hero; I don't think he's a hero at all." Peter would never refer to himself as a Hero. "Captain America, the Hulk, Black Widow. They're all heroes; That's not what Spider-Man is."

"What are you trying to say?"

"I'm saying he's trying to help and he looks like he's trying to do something that maybe the police can't"

"Something the police can't"

"I don't know"

"What do you think we do all day? Do you think we sit around eating donuts with our thumbs planted firmly up our asses."

"No no"

"Dad"

"George."

"Up you're what dad?"

"I think he stands for what you stand for sir. Protecting innocent people from bad guys."

"I stand for law and order son that's what I stand for. Ok, I wear a badge. This guy wears a mask like a.. You know.. Like an outlaw. He's hunting down a bunch of criminals that all look the same like he's got some sort of personal vendetta. But he's not protecting innocent people Mr. Parker."

"The Avenger's wear masks." Peter pointed out.

"The avengers" Captain Stacey scoffed and Peter seethed a bit. "A lot of good they've done. We'd all be better off without any heroes."

"They saved New York."

"And killed a lot of people doing it."

"More would have died without them! The police were out of their depth and New York is licky to have them."

"Let's get some air, Peter." Gwen stood up hoping to alleviate the tension in the room. "Dad we need to talk."

"Yes, we do."

Peter took a deep breath. He looked at Captain Stacey. "Thank you for having me. I'm sorry if I insulted you that was not my intention."

"You're welcome." Captain Stacey replied stiffly.

Peter stood up "The Branzino was real good Mrs. Stacey. Thank you." his dad's had raised him right. He followed Gwen down the hall and out onto the roof.

Gwen sighed. "Well, that was something."

Peter let out a breathy chuckle "I'm sorry, but you know I thought he was going to arrest me at one point."

"Nah. I wouldn't have let him arrest you." Peter leaned over the ledge of the building looking out at the city. "What happened to your face?"

"I want to tell you something" Peter decided to ignore her question and Gwen tilted her head.

"Oh. ok" She waited

Peter opened his mouth then closed it then opened it again and well it didn't exactly come out right. "I've been bitten." He scrunched his face up after the words left his mouth.

Gwen seemed to think it was the right thing to say though because she looked at Peter in a way he'd never imagined that she'd ever look at him and whispered: "So have I."

Not where he was going with that but... "Ok" He said dumbly. No Peter don't get distracted remember the important part of this conversation. "Ok ok ok ok I've gotta tell you this one thing, I've got to tell you this one thing." He repeated more to himself than to her. "And it's about the vigilante and the car thief." Peter rambled knowing this probably wasn't the best way to tell her but he already established that Gwen Stacey made him an idiot just by being near him. "Alright?"

Gwen stepped back. "Oh Ok." And wow Peter felt like an ass.

"No no no- don't- no no! Ok forget about that, I'm not gonna talk about it. I'm gonna talk about me, Ok."

"What about you?"

Peter stuttered more before he was able to form a semi-understandable sentence. "I wish I could just tell you, but I can't" He made a motion as if trying to speak and stopped. "It's hard to say."

"Just say it."

"I don't know."

"Say it," Gwen said again and Peter turned away from her and the blonde got really confused "What?" Peter looked at her and shook his head and Gwen rolled her eyes "Oh forget it." She walked away from him and Peter closed his eyes making a split second decision. He used his webbing to spin her back to him and it was probably the smoothest move he'd ever pulled.

Gwen gaped at him trying to form words she looked up at him in shock but Peter didn't let her speak instead he kissed her and she kissed him back. So maybe this night wasn't a total loss! "You're spider-"

"Shut up." He whispered before kissing her again.

"Gwen." Peter vaguely heard her mother call her but he was too distracted to care until "Gwen!"

Gwen pulled away turning toward her mother and Peter probably had a dumb lovestruck look on his face. "You're father want's you to come inside right away. Ok?"

"Ok yeah," Gwen whispered and Peter turned back to look at the city.

"Gwen?" Her mother urged her along.

"I'm coming." Gwen and Peter looked at each other for a minute and Gwen laughed. Peter made to follow her back in- his Spider sense tingled but not in the normal way. He could feel the difference like it wasn't him in danger but someone else was. And then his hearing picked up the sirens and he turned to look. Gwen looked back at him and Peter moved toward the ledge of the roof looking toward the sound of panic. He didn't even look back before jumping over the edge.


	8. Chapter 8

The alarms at the tower were flashing.

"JARVIS, what's happening."

"From what I can tell sir there seem to be reports coming in of a giant mutated lizard on the Williamsburg bridge."

"Well, that's something new." Clint was already suited up and it didn't take long for the rest of the avengers to follow his example. Tony stopped beside Bruce.

"I don't think this qualifies as a code Green." Bruce nodded but Tony continued. "Can you do me a favor and try to get ahold of Pete. I don't know where he is tonight but I want to make sure he stays away from that part of the city."

"Of course Tony." Tony nodded and gave Bruce's shoulder a quick squeeze before his face guard clanked shut and he grabbed Steve.

"I can show you the world…" He teased as they flew over the city.

"Really Tony is right now the time for that."

"Come on Cap it's a lizard, not Doctor Doom. This should be quick and easy… and maybe afterward…" Cap blushed

"We can hear you." Natasha's voice sounded over the coms. "We can _all_ hear you."

"I'm simply romancing my husband" Tony teased

"That's it, I'm taking out my hearing aid."

"Clint." Steve was using his Captain voice "And Tony Stop."

"Kill Joy."

"Metal Head."

"Bird brain."

"Clint I swear to god if you make me stop this car…" Natasha threatened and the coms went silent Tony was smirking until he looked down at Cap.

"Friends. What has taken thou so long?" Thor asked when they touched down on the bridge. His hammer travel was much quicker than other modes of transportation. "Not to worry the man of spiders has the civilians, but the lizard man is getting away."

Tony quickly got eyes on the scene. Cars were strung up on the bridge by webbing and a giant looking lizard was rampaging down the bridge. He caught sight of Spiderman briefly as he was securing a black car to the bridge.

"Thor's right Cap. Spider-Man is handling the civilians and whether or not you like him he's doing a good job of it. We should take care of big, green, and scaly." Steve nodded when he heard Tony over the coms.

Peter had no idea what that thing was. It was big and scaly and kind of gross looking. He was glad he got there so quickly and had had his hands full stringing up cars. So far he'd only gotten one good hit on the guy and hadn't had the chance for any witty banter. Peter secured the car to the bridge and looked over at the giant lizard standing ready to fight.

"Somebody help!" Spider-Man heard the scream looking down the bridge. "My kid is trapped!" Peter had to choose; he could fight the monster or save the kid. It wasn't even a choice in his mind. He took one last look at the lizard before swinging back toward the car in question. He pulled off the back window throwing it into the water below.

"MOM DAD HELP!"

"Hey, hey hey hey hey." He called out to the struggling child. "Hey, buddy it's ok."

"Get away!"

"It's alright." The boy continued to scream afraid of the masked vigilante. And how could Peter blame him. He took off his mask; the kids life was more important than his identity. "Hey look I'm just a normal guy. Alright." The boy nodded looking much calmer if still afraid but less of Spider-Man now and more of the car he was currently stuck in. "Wanna hold onto this?" Peter asked holding out his mask. The boy nodded and Peter tossed it to him. "Hold my mask. Alright, what's your name?"He looked around the car and caught sight of a bag with the name JACK stitched in clear black letters. "Jack?"

"Yes." The boy, Jack, confirmed

"Let's get you out of here." Peter began to crawl into the car and it creaked "Stay very still."

"Alright"

"Ok I gotcha." He made it to the boy. "Ok now look, I'm going to undo the belt you're going to hold onto that seat." He said nodding to the driver's seat in front of Jack. "Ok on 3. 1.. 2.. 3.." He clicked the belt and the boy braced himself on the driver's seat. "See how easy that was? You did a great job." he reassured Jack smiling. So far so good.

And he jinxed it. The car had caught fire and Peter's head snapped to the flames as they quickly climbed up the side burning through the webbing. Peter barely had time to shoot another web at the bridge with one hand and grab onto the bumper of the car with the other. "Ah!" The strain on his muscles made him cringe but he kept his grip. "Jack climb now!"

"I can't!" The boy was frozen in place in fear as the flames climbed higher.

"Yes you can." Spiderman had to strain to keep hold of the car trying to pull it up but being unable to do so. He cursed inwardly and tried to think of something, _anything_ that could help Jack. He was not going to let this kid die!

And then he remembered; he had been only 8 at the time.

Peter had been kidnapped, it wasn't him they were even after. But somehow he'd gotten caught up in an A.I.M attack, and the men had grabbed him as leverage when they realised their plan was failing. Of course his new family had saved him. The Hulk had very nearly killed the man who'd dared to even touch the tiny brown haired doe-eyed child.

But Peter had been so scared afterward. He'd had nightmares and would jump and hide when someone so much as touched him without him expecting it. But then his pops had let him wear his cowl around the house and somehow it had made Peter feel brave and strong.

"Put it on. The mask it's gonna make you strong." Peter told Jack. "Jack trust me. Put it on. There you go, that's it! That's it buddy that's it. Ok buddy, now climb. Come on Jack" He ordered trying not to show how very afraid he was as the metal beneath his fingers bent threatening to break. "Do me a favor, a little faster ok bud. You're doing great buddy you're doing great! That's it keep coming." He was almost there just a little more. The car slipped from his grip the metal bending too much for him to keep hold of. "NO!" Things seemed to slow and Peter webbed the kid and prayed…

Peter closed his eyes in relief. He had him. He pulled the kid up to him and pulled his mask back on before crawling up the bridge and depositing the boy in his father's waiting arms.

Peter had never felt such overwhelming fear in his entire life, and he had to watch his parents leave on dangerous missions every other week. There was just something about seeing the little boy knowing that he was the only one that could have saved him. And the relief of seeing the father hugging his son like nothing else in the world mattered.

"Jack. oh god! Thank god my son, my son. Oh my son, my son." Jack's dad had tears in his eyes as he clutched at him and Peter felt a warmth in his heart as he thought of his own parents. He turned to look at Peter and the teen didn't know for a moment if the man was going to accuse him of something or thank him. One could never tell with New Yorkers and what with the way the police had been treating him. "Who are you?" was all he asked.

"I'm Spider-Man." He said and he swung home crawling into the tower. Peter had hacked JARVIS a long time ago and he used that now to delete the video footage from his entrance into the tower. He was met with Bruce and thanked god that he had his civvies on. "Oh hey... hey Uncle Bruce."

"Peter I've been trying to text you for the past hour! How did you even get up here?" Peter's eyes widened and he fumbled for his phone.

"Oh umm… well, I took the… elevator. Maybe you just didn't notice? And I'm so so sorry Uncle Bruce I had my phone on silent. My bad."

"I'm just glad you're alright." Bruce sighed. "There was an attack on Williamsburg bridge. The other's are out after the thing."

"What really?" Peter didn't even have to feign surprise. The Avenger's had been there. Dang, Peter was so preoccupied with Jack he hadn't even noticed. A slight dread filled him at the thought remembering his maskless face. Had anyone seen him? Did they know he was Spider-Man?

"Hey Peter relax your parents are fine, they lost the Lizard and are headed back to the tower as we speak." Bruce attempted to calm him misinterpreting his fear. Peter nodded still lost in thought.

His parents would never let him continue as Spider-Man and Peter had finally found his reason for existing. He didn't care about the blonde shooter. He'd fooled himself into believing that if he hunted the man down than he would somehow make the world safer. But he was wrong. The world didn't need any more avengers they needed Spiderman. Someone for the little people, someone to help them when heroes couldn't.

Peter heard the distinct sound of Iron man's suit coming off as he landed on the balcony. Peter looked at Bruce and smiled before going toward his parents. He would fight them on this if he had too. "Hey dad, pops." he waited wondering when the shoes was going to drop. Tony just smiled at Peter and ruffled his hair.

"Hey Pete, man that lizard gave us the slip. I swear I only took my eyes off it for a second."

"Fury want's to debrief us, we need to go to the meeting room he has vital information." Natasha informed them as she walked past. There was no shouting or disappointed looks pointed at him and Peter breathed a silent sigh of relief. They didn't know. Peter watched his dad's making their way toward the meeting room and he remembered the boy and his father.

Tony and Steve were shocked when Peter bowled them over from behind. Things had been so tense around them all lately and it seemed that the dam had broke because in a matter of seconds they were a giant pile on the floor. Peter was hugging the life out of them and they were reciprocating. "Sorry I've been so distant." Peter whispered.

"It's ok Peter. We know these past few weeks haven't been easy for you. We just want you to know that we love you."

"I love you guys too." Peter pressed himself into the loving embrace of his dad's for a minute more before pulling away. "Sorry, you guys have a meeting."

"Eh," Tony shrugged "Meetings can wait. You're more important than Fury any day."

Peter smiled and laughed. "Yeah well, I got homework too so.."

Steve kissed Peter on the head "Goodnight Petey."

"Night Pops, Dad."

Fury played the video footage over again zooming in on the Lizard.

"That thing is definitely humanoid" Bruce commented, "Like a genetic mutation."

"Not gamma radiation?" Steve asked but Bruce shook his head.

"Not Gamma, I don't think, but certainly something along those lines."

"We think" Fury said from another screen in the room as he looked at them all from wherever he currently was. "That it's a strain of the super soldier serum. Except this one is focusing more on outside DNA specifically lizard."

Steve sat up straighter. "Where did it come from."

"Right now we're not so sure. Our best guess is Oscorp. Romanov."

"On it." The Russian nodded not needing Fury to elaborate any more than that.

"I knew Osborn was a sleaze."

"Should we be worried about Peter?" Clint asked and it made the room go silent. "He was visiting Oscorp."

"Just tell the kid to stay away. I doubt Peter's visits have anything to do with our scaly friend."

"Of course not!" Steve commented sternly as if daring anyone to point fingers at Peter. But of course, no one did. Peter was a good kid, everyone knew that.

"Peter?" Steve knocked on his son's door.

"Come in." Was the slightly muffled answer and Steve opened the door maneuvering around Peter's usual clutter.

"Hey sorry to wake you up I just wanted to talk to you." Steve had decided he'd be the one to tell the teen about the danger of Oscorp because he was less biased than Tony and Peter would know he was being serious not just Tony being his usual self.

"Shoot." Peter nodded giving him the go to talk and that he was listening.

"We think the Lizard that attacked tonight has something to do with Oscorp. I know you've been going there recently, but I need you to promise to just stay away from there until we're sure. Alright buddy."

Peter had sat up sometime during his words eyes sharp and he nodded at his Pops "Yeah alright."

"I just wanted to keep you in the loop." Steve winked and Peter smiled.

"Much appreciated. Night." Peter was asleep before he hit the pillow. His Pops frowned at the sight of the bruises on his son's face but they seemed to be fading. He tucked the blankets securely around the teen before leaving.


	9. Chapter 9

Peter shuffled down to the kitchen yawning.

"Hey Peter, want me to cook something up for you?"

"Nah I'm good with cereal, thanks pops." Peter waved off Steve and grabbed a box of cocoa crispies.

The TV was on to the local news channel as it was every morning and Tony was pouting. "We were there too, but all the media cares about anymore is Spiderman."

"I thought you liked him?" Bruce wondered.

"I do."

"He's just jealous he's not in the limelight anymore." Clint grinned

"Spiderman isn't either, he's not exactly getting good press," Steve said turning up the volume so they could listen as Captain Stacey talked about the incident.

"I'm issuing an arrest warrant for the masked vigilante known as Spiderman."

Peter whom had been reveling in the fact that his dad liked his alter ego froze at the new announcement.

"Harsh." Clint winced.

"Good, he's an amateur and better arrested and dealt with than getting himself killed." Steve frowned at the screen

"He saved those people on the bridge. He's trying to do some good, I think arresting him is a bit much." Bruce couldn't help it, he had not had the best time with the government, granted he and Spiderman were vastly different but he could never condone a manhunt like this.

"It doesn't matter what we think, it's out of our hands." Tony shrugged.

Peter stood up grabbing his backpack and with a muttered "bye" he was out the door.

Both Steve and Tony watched him go both looking uncertain.

"I thought we were finally getting somewhere." Steve sighed sadly.

"Don't worry Cap, it's just a little teenage angst. Maybe his dinner date went wrong last night or something." Clint said trying to cheer the two up.

"Date?" Tony looked intrigued "He didn't say it was a date." he looked over at Steve "You didn't say he was going on a date. With whom, why haven't I heard about this."

Steve laughed "He didn't tell me it was a date specifically but I bet it was with Gwen, she seemed nice when I met her at Peter's school the other day."

"Why am I the last to know!"

"Peter doesn't go to his parents about girls, no teenage guy does, that's why he has me. I'm the cool uncle." Clint grinned and Tony pouted. Steve just shook his head and smiled at the two. He really hoped that Peter would cheer up soon, he missed seeing the boy smile.

Peter met Gwen on the bleachers and handed her a small glass vial.

She held it up examining the spider encased inside. "It's so beautiful."

"It knows how to bite, though," Peter told her. He didn't think she'd be able to find anything, but he humored her anyway, there was no one else he could show, and they were… dating? He hadn't actually asked her yet.

"Who else knows about this?"

"Just you."

"Really?" she looked excited and he nodded a small smile on his face and a blush on his cheeks.

"Hey.. umm… you don't believe what the police are saying do you?" He knew her father was the captain so he couldn't blame her if she did but he hoped that she didn't

"Of course not." Relief coursed through him "Does it scare you?" He looked at her questioningly "What you can do?"

Peter thought about it smiling. "No" He shook his head grinning "No." If anything it was exciting. He'd always dreamed of having powers being able to be like his dads.

Gwen didn't smile back, she just looked worried "What was that thing on the bridge?"

"It was real big, too big to be human."

"You gotta lay low." She urged him but Peter was already shaking his head.

"I can't do that."

"You've got to." he shook his head again "Why?"

"Because of last night." Peter tried tot hink about how to explain. "Those people on the bridge, whatever was attacking them, it would have killed them. So I- I've got to go after it."

"That's not your job."

"Maybe it is." Peter knew Gwen didn't agree, but he just knew that he was right, whatever this thing was he had to stop it. "I really liked kissing you. You're an amazing kisser." He changed the subject and Gwen laughed shyly.

"Well, you know, it was...it was good for me too."

"Yeah?"

"Mmhmm." He leaned in to kiss her again when he felt his spidey sense go off. He didn't even have to look to catch the incoming football. Peter tossed it back haphazardly denting the goal post, but he hardly noticed to preoccupied with the pretty blonde in front of him.

Natasha was having a hell of a time getting into Oscorp. Norman was nothing if not cautious, and extremely paranoid. But that just meant that he had something to hide.

She smiled at all the right people and shook their hands, but in the end, they told her a full background check would be required before they even considered her for the job.

She could always sneak in, but Fury had told her thet they needed this handled with extreme caution even if it took time. So she thanked them for their time and headed toward the entrance just as one Peter Parker was heading in. He was in such a rush that he didn't even see her. Natasha kept her cool but inside she was raging.

Steve had told him it was dangerous, what the hell was that boy doing!?

Peter ran up the steps to Curt Connor's lab, he knew what his pops had said, but he couldn't just abandon the project, not when they were so close, if the test on fred the mouse worked than it could be a huge scientific breakthrough, plus he'd wanted to talk to Dr. Connor's about lizards, maybe get some insight on how to fight the giant beast terrorizing the city.

The lab was abandoned. "Hello?" Nothing. He meandered around eyes catching sight of an injector on Connor's desk. He picked it up looking closely.

"It's not nice to snoop." Peter fumbled with the injector for a minute and quickly set it down turning to greet the doctor, though the man looked less than pleased. I gave everyone the week off."

"Yeah." Peter sighed he was hoping for some science, but alas. At least Connor's was here he could still ask his questions.

"Shouldn't you be at school?"

"No, I got a...I got a free track. I wanted...I wanted to ask you a question. How would a predator track a reptile?"

"Oh, they don't. Most reptiles are at the top of their respective food chain, kings of their domain."

"But they gotta have vulnerabilities, right?"

"Why the sudden interest in the cold-blooded?"

Peter was a bit taken back by the man's cold attitude but he decided it was best not to comment and stumbled over his answer "Just asking a question. I got...I got...I got school stuff, biology profiles to do. So, because of the cold blood, would they react to sudden changes in temperature?"

"You'd have to catch one first. Did you know there's a rumor of a new species in New York? Beautiful and quite large."

"What do you know about it? Have you seen it?"

"Well, it's not yet classified. But it can be aggressive if threatened."

"Doc, are you alright?" Peter didn't know him very well, but he just seemed off.

"Never been better, Peter. Never been better. Now, if you'll excuse me, I'm afraid I'm gonna have to ask you to leave. I have a new project I'm working on and I need to be alone. Don't worry, Mr. Parker. I'll be back. Wonderful things are coming. Wonderful things." The doctor left the lab and Peter watched him go, he was about to leave himself when he heard what sounded like a growl. He looked at the door once more before he headed toward the noise.

"Fred?" Peter looked at the once little white lab mouse that was now a not so little lizard mutant creature and was currently snacking on poor Wilma. Peter looked back toward the door where Curt Connors had disappeared.

Peter wanted to bash his brains in. This was all his fault. He'd helped create the algorithm. He slammed his fist into his wall and winced when he punched through the drywall. Peter paced for a moment more. He had to do something or the doctor was going to kill someone.

He thought about telling one fo the avengers. Maybe Bruce, he was the man to go to for genetic mutations. but no. He quickly pushed that idea away. It was too suspicious. He'd have to admit what he had done and why and then they'd figure it out, they'd find out he was Spiderman and Peter just couldn't let that happen. He looked at his TV that was currently playing a rerun of this mornings press confrence. Captain Stacey. Peter rushed out of his room.

"Peter!" Peter stopped when he heard her. Crap. He knew that voice, that was Natasha's you're dead' voice.

"Yes, Aunt Nat."

Natasha gave him a look that clearly said to shut up and so Peter snapped his mouth shut.

"I didn't tell you're parents." And that was not a good way for the conversation to start. Double crap! Did she know? He waited completely on edge. "I saw you at Oscorp." She continued on "Damn it, Peter, you're father told you about this, he warned you and you directly disobeyed him."

Peter searched for an answer breifly wondering why she was there but knowing better than to ask. "I was… I was just going to tell them that I wouldn't be coming back that's all."

"You couldn't call or email?"

"I just thought it would be better to do it in person." He said quickly. She narrowed her eyes at him.

"You put yourself in danger Peter." She looked at him for another moment before shaking her head "If I see you there again, I will tell you're parents and there will be consequences. Understand?" Peter nodded gulping "Do you understand?"

"Yes." He squeaked.

"Now get to school"

"I have a free track." She glared at him and he nodded "Ok, I'm… I'll just head back to school early." He reasoned.

And just like that she was gone, like a ghost and Peter sagged leaning against the wall heart pounding.

"Mr. Parker, why are you not in school?" Captain Stacey questioned him.

"Got a free track."

"Okay. Well, I do not have a free track, so make your point quickly."

"Okay, fine. There may not be a dinosaur running around Manhattan, but there is something more dangerous, and I know who it is."

"You know who it is?"

"Dr. Curtis Connors, he's a biochemist…"

"Of OsCorp?"

"That's right."

"Okay. Dr. Curtis Connors who's also my daughter's mentor. Is that who you're talking about?"

"That's the one." Peter knew from the look on his face that this was not going to end well. But he had to try, someone had to know that Connor's was dangerous.

"You know, recently Dr. Connors gave Gwen a glowing college recommendation. It was beautiful, when I read it I cried. But you would have me believe that in his spare time he's running around dressed up like a giant dinosaur."

"Not dressing up and not a dinosaur. He has transformed himself into a giant lizard." Stacy looked at Peter like he was crazy.

"Let me ask you a question. Do I look like the mayor of Tokyo to you?"

"I'm telling you the...I'm telling you the absolute truth. This man has worked his whole life on cross-species genetics. He lost one arm and has been trying to grow it back, but there is something imbalanced by the equation and he has turned into a full lizard. He's using lizard DNA. He is dangerous! And he's planning something horrific. I know! I know!" Peter had to make him understand but even as he spoke he knew that the man wasn't buying it.

"Okay. Alright. I get it. Here's what we're gonna do. You're gonna go back to hanging out with the citizens of Tokyo, and I'm gonna go back to protecting the citizens of this fine and fair city of ours. Sergeant Butler, would you please escort Mr. Parker back to school." Peter struggled, he knew he could easily get away from the sergeant but as his alter ego was a wanted man that would not be a good idea.

"Captain Stacy, I'm not...I'm not messing around. Just bring him in, just call him in! You have to call him in! He is a danger to everybody! Just, please, listen to me!" Peter walked towards school knowing he'd failed and why had he thought the result would be anything different? Screw it, he'd just have to do this by himself and damn the consequences.

Peter stopped his spider sense picking up the danger and he twitched. There was a lizard, it was small, just a normal lizard, except he had no idea what one would be doing by the subway station. He walked around and saw another two lizards dart down into the sewers. Peter grimaced.

Peter lowered himself into the main sewage line trying to ignore the smell. He looked around at all the tunnels. He'd chosen this spot specifically because it was where everything converged into one. And then he began to set his trap, complete with camera. Maybe if he got proof Captain Stacey would believe him or better yet he could send the photo's to the avengers, anonymously of course.

The waiting was the worst, but thank god for Stark phones. His dad had made sure his phone came with all the latest tech and all the latest apps.

One of his webs vibrated and Peter quickly tucked his phone away sitting up and watching waiting. Another string vibrated and another. Peter was surrounded he waited on high alert relying on his spider sense to help him with the areas he couldn't watch.

A small lizard crawled out along his webs followed by another and another. Peter had never seen so many lizards in his life and he watched them flee.

He felt something move behind him and groaned inwardly as he turned glancing upward as a giant lizard pounced on him. The flash on his camera went off once, then twice. Peter struggled under the weight of the lizard as the objects his webs were attached to broke under the strain.

"You stopped me once. You won't stop me again! I'm getting stronger everyday!" Peter choked unable to breathe as the lizard crushed his neck. He was barely holding it other claw back from clawing open his insides. The claws grew and he gasped in pain as they tore into his skin. The claw reached for his head and Peter finally managed to get some leverage. He punched the lizard in the face and they both fell into the sewers.

Peter struggled to kick the man turned monster in the face and using all his strength to swim. He could feel the lizard just behind him but didn't dare look back. He tried to use his webs but the water had damaged the mechanism. His spider sense was going crazy and Peter saw a small sewage pipe. He busted through the bars and barely manged to slip past the beast.

He fought his way out of the water and slumped onto the cement "That sucked" He groaned. He lifted his wrists to look at his web shooters and groaned it would be a pain to fix them. He'd have to figure out a way to make them water proof.


	10. Chapter 10

Everything hurt. He couldn't use his webs and his whole body was sore, his chest burned and it continued to bleed. He crawled up Gwen's building. She was the only one that knew, she was the only one he could go to. He nearly collapsed when he made it to her window and sat on the fire escape watching her for a moment before realizing how creepy he looked. He banged his head against the window softly.

"You should maybe uh...consider coming in through the lobby," Gwen whispered to him as she unlocks and opens her window. Peter chuckles softly wincing as the pain in his chest increased. "Also, my father is under the impression that you require psychiatric attention." Peter eases himself through the window only half listening to her as he tries not to bleed on her floor.

"Oh, really?" He tries to smile but Gwen is already beside him all previous amusement gone.

"Peter, what happened? What happened?!" She helped him sit.

"You should see the other guy. The other guy, in this instance, being a giant mutant lizard."

"Hey, Gwen. Honey, do you want uh...coco? Howard's making some cocoa." Gwen and Peter stare at each other and Peter ducks down trying to hide without further aggravating his injury and Gwen bolts for the door.

"No dad I don't want cocoa! Honestly, I'm seventeen years old!" She practically yells in her panic.

"Okay. I just thought I remembered somebody saying last week that her fantasy was to live in a chocolate house."

"Well, that's impractical." Gwen shuts the door and then opens it again to add "And fattening!" Then she shuts again looking over at Peter who is smiling at her, he mouths chocolate house looking far too amused and Gwen rolls her eyes at him. But it helped calm her nerves and she suddenly feels bad about yelling at her dad. She cracks the door open and peeks her head out. "Sorry, dad."

"It's good." Her dad is looking at her with the I'm concerned look and she knows she needs a good excuse.

"I just, I can't um...have cocoa right now, because I'm working...I'm doing this um...I have to...I have cramps." She flounders and blushes at her admonishment it's embarrassing but it would certainly keep her dad far away from her.

"Oh." Yup works like a charm Gwen nodded

"I feel kind of pukey and just sort of, I don't know, emotional."

"Okay. Good. Good." Her dad starts to ease his way back down the hall.

"Like I keep crying. It's brutal. You don't wanna know, trust me. It's like, bad!"

"I got it."

"Thanks, daddy.

"Alright."

Peter can't help smiling at His girlfriend as she comes back over shaking her head. She grabs some alcohol from her drawer and a washcloth and he gives a small hiss when it makes contact with his wounds. She soothes him and Peter can't believe he ever got so lucky, he leans in for a kiss but Gwen stops him. She has that look on her face and Peter just knows what she's going to say. He knows that look, he's seen it on himself before.

"I know what this is."

"What is it?" He plays dumb.

"Every day, for as long as I can remember, my father has left every morning and put a badge on his chest, and strapped a gun to his hip. And every day, for as long as I can remember, I haven't known if he was gonna make it home." She looked close to tears and he put a hand on her cheek cradling her head and using his thumb to wipe at her eyes. She leaned into his touch.

"I know. I've… I've been there Gwen, my parents…" He shook his head not wanting to get into that now. "I gotta stop him. I have to because I created him." He looked at her, needing her to understand.

"What do you mean?"

"I gave him an equation that made all of this possible. Something my father had been working on, secretly. Now I realize why he kept it a secret. Gwen, this is my responsibility. I have to fix it."

Natasha paced "Osborn is a really paranoid man." She told them "He's not just going to let me in, he's not like Stark."

"Hey." Stark pouted

"The point is " Natasha continued "This investigation is going to take longer than planned"

"There is a giant Lizard terrorizing New York, we can't just wait," Steve argued.

"Steve this man is a big wig, his company is as widespread as Stark industries. We have to handle this with care. We've already been through this." Natasha sighed "Look if the lizard makes another appearance we bring it in, that's all we can do for now."

Steve left the room feeling more than frustrated. Tony caught up to him rubbing his husband's shoulders andSteve felt himself slowly relaxing at the comforting touch. "I'm sorry, I'm just worried."

"I know. I don't like this either, I've never trusted Osborn, but we have to trust Natasha she's good." Steve nodded and sighed.

"You're right." He nodded "I don't know what's wrong with me."

"Stress." Tony shrugged "Our son is going through teenage angst, and there's a weird mutant lizard hiding out in New York. Its a lot to handle."

"So how do you do it."

"I don't do it alone, I have you." Tony grinned and Steve shook his head smiling fondly

"Who knew Tony Stark could be such a sap."

"You must be rubbing off on me" Tony hummed leaning against the super soldier.

"Let's go out tomorrow." Steve suddenly says pulling Tony close "Just the three of us, you, me, Peter."


	11. Chapter 11

"The Lizard is back, I take it?" Clint asked grabbing his bow as the entire tower seemed to be filled with blinking red lights.

Steve nodded "Tony where are we headed?" Steve asked.

"JARVIS, current location?" Tony asked already in his suit, visor up. It was Steve, Clint, and himself on this mission, Natasha was busy at Oscorp and Bruce was on call.

"Midford High. The Police are on route to the scene as well." JARVIS informed them. The AI's words seemed to freeze the three of them.

"Midford? Is that?" Clint prayed he was wrong.

Steve cursed he abandoned his Motorcycle. "Tony get us there now!"

Iron Man didn't have to be told twice as he grabbed Steve. "Meet us there Clint. But the Archer was already gone. Tony felt like he was operating on Autopilot. Midtown high, Peter was at Midtown high. Peter was in danger.

They had dreaded this from the moment they had adopted the adorable 4 year old. But they'd been careful, they'd taken every precaution to keep Peter out of the spotlight and away from anyone who'd wanted to hurt him. But of course nothing could last forever and now Peter could be… No Tony was not going to think about it. Peter was smart he'd be fine. He had to be fine.

Peter cursed, he looked back at Gwen only for a moment. "Go. GO!" And then he ran at the lizard. At the last second he slid under him and came at him from behind. The lizard grabbed him off his back and threw him forward Peter felt his backpack yanked from his back and kicked out slamming the lizard into a few lockers. But the lizard grabbed his feet and threw him through a wall.

Spiderman groaned but he didn't have long before the lizard was on him. He crushed one of Peter's arms and the boy barely dodged as sharp claws slashed at his face.

"Nowhere to hide Peter."

And he knew then that Connors knew exactly who he was. His eyes found his backpack and Peter webbed it toward him catching it as the lizard threw him through yet another wall. His back was going to be so bruised, thank god for super healing.

He quickly threw on his mask. Dodging a smoke bomb Connors threw at him as he did so. The man continued to monologue about cures but Peter wasn't listening he grabbed his shoes and threw it at the scientist turned Lizard.

The creature growled and Peter webbed him up jumping on his back and trying to get control over the rampaging beast. "You're not thinking straight doc." He knew this wasn't Connors, the man he met was not the one he was currently fighting, it was the serum, it had to be the serum. "Stop this, this isn't you." The lizard just roared and slashed cutting through the lockers like they were made of butter. Peter jumped onto the room grabbing a hold of the roof and crawling along. The lizard followed Peter kicked him pushing him to the ground and webbed his claw to the lockers.

Unfortunately, that wasn't such a smart move as he wrenched the locker free and used that to swipe at Spiderman.

"Alright so you don't want to talk." He got a roar in response and Peter webbed his mouth shut "There you go." He grinned under his mask but the lizard just clawed the webbing off of himself and swung his tail at the boy. Peter caught it. "Don't.." The lizard whipped his tail sending peter into a wall but he didn't release his grip on the lizard tail. "Make me…" He was smashed into the opposite wall. "Have to… " He grunted in pain as his back met lockers "hurt you." The lizard whipped his tail once more detaching it and sending Peter and the tail through a set of double doors.

Peter threw the still wiggling the tail aside "That's disgusting." The lizard grabbed Peter by his head and smashed him up against a window. He struggled against the grip but couldn't free himself. Suddenly the grip went slack and he dropped to the floor.

"Gwen" The lizard hissed and Peter saw her back away looking frightened. He moved quickly encasing the giant creature in webbing before grabbing Gwen and using the trophy in her hand to break a window. He hugged her briefly glad she was alright but also slightly mad that she had risked her life like that.

He cupped her face "I'm going to throw you out the window now."

"What?" She asked and then screamed as Peter threw her out the broken window and caught her with his webbing. Peter heard the police sirens he grinned and turned to face the lizard.

"Uh-oh, somebody's been a bad lizard." He attacked. They fought slamming through walls. Peter flipped over bookshelves and sent table after table flying at the green monster. The Lizard sent him flying and he crashed into the books. He braced himself for an attack but his spidey sense went quiet. Spiderman looked around but Curt Connors was gone. He cursed running through the school until he found it, a giant hole leading straight into the sewers.

"This is Iron Man, We've got the school surrounded." Peter cursed when he heard his father. He looked down at himself cut and bruised and there was simply no way to explain and Peter couldn't let Connors get away again.

He looked back at the school and made his choice jumping down into the sewers after the monster. His parents were going to freak, but maybe if he stopped the lizard, if he saved them, then maybe they would listen.

Tony cursed.

"What is it?" Clint stood beside him.

"It's gone, there's no movement inside the school, I had Jarvis do a full scan, nothing."

"How can we just keep losing a giant lizard?" Clint asked sounding frustrated.

"Tony!" Steve was out of breath as he ran up beside his husband. Tony turned around taking in the sight of Steve's panicked face and his heart dropped. "Peter isn't here."

"What? Not here?" He let out a sigh of relief, not here was better than hurt or injured or… worse.

Steve did not look at all relieved "I've called him half a dozen times and he's not answering."

Tony's momentary relief vanished. He pulled out his own phone ready to track his wayward son and hoping beyond hope that he'd just decided to ditch school. The man cursed "I didn't put a tracker on his new phone!" After their big argument he'd decided against the tracker.

Clint looked between the two of them. "Hey, don't worry, maybe he just had a free track. He's not here, he's not hurt. Tony just said there's no one in the school. So he's safe. He probably doesn't even know that this has happened."

Steve did not look convinced as he tightened his grip on his phone. "I hope you're right."

"I'm contacting Natasha, I'm telling her she needs to up the urgency on getting that info on Oscorp," Tony told them dialing as he spoke.

Steve stared at the half-demolished school "I just don't get it, why attack a high school?"

Clint wished he had an answer but he kept coming up blank. "I don't know, but we need to find this thing fast."

Peter heard his phone ring for the millionth time. He'd been ignoring all his parent's calls, he couldn't talk to them right now, but this time it wasn't them.

"Gwen, hey."

"Where are you?"

"I'm fine, I'm down in the sewer, I'm tracking it."

"Peter?"

"Hmm."

"You never told me you're parents were superheroes." She hissed through the phone.

"Shit, are they asking for me?"

"Sort of, I just put two and two together." Peter couldn't help but smile, she was so smart. He shook his head, nope he needed to focus.

"I can't worry about that right now. I gotta stop him before anyone get's hurt, we need an antidote. Do you know how to run a serum?"

"Yeah. I do them for Connors all the time."

"Ok great great great. Listen I need you to go to Oscorp I need you to access cross-species file its a blue serum file #12389"

"Ok got it. On my way." she hung up.

Peter thought about sending his parents a text letting them know he was alright but he didn't even know what to say or how to reassure them and he didn't really have time. Peter had found the man's nest or whatever lizards called their homes.

He eased forward on full alert, but his spider sense remained silent and the tension in his shoulders eased. He saw a video camera and clicked paly. Connors started talking but Peter was already distracted as he looked around. There on a laptop was the Ganali device it was running a simulation, he could see what the man wanted to do, he wanted to spread the serum in a cloud over the entire city, maybe even farther than that. He remembered what Connors had said before. You can't outrun a cloud. And there on the map circled savagely with a black marker was Oscorp.

"Oscorp." He whispered "Gwen."

"We've got confirmed sightings of the lizard, It's headed toward Canal street station." A police officer ran up toward Captain Stacey and the three Avengers. Tony was still on the phone talking with Natasha.

"What about Spiderman?" Captain Stacey asked.

"Is this really the time for that?" Steve asked the captain of the police department. Stacey glared at him and Steve bristled he was well aware that there were still a lot of people who didn't trust them but this was certainly not the time for such prejudices.

"He was in the high school." The policeman told Stacey looking nervously at Steve as he did so. Steve tried to calm himself knowing he was mostly agitated because Peter was still missing. They had bruce out looking for him but the Doctor had already been to the boys usual haunts and there was no trace of him.

"I want that Spiderman off the streets," Stacey said looking at Steve and not the policeman he was addressing.

Steve nodded he was not about to start an argument when there were matters of more importance to be taken care of.

Steve, Tony and Clint were with the police when they found the lizard. The police began to shoot, Tony and Clint joined while steve held out his shield advancing toward the creature. It went down and they continued forward.

Tony wasn't all there, he wanted to contain the lizard as quickly as possible so he could concentrate on finding Peter. Had he been paying more attention he might have noticed that the lizard's heart rate was still stable even as he lay looking nearly dead.

The creature jumped up spraying the air with a green contaminant. Tony's suit filtered the air so he was saved but clint and Steve got the brunt of it as well as a dozen other policemen.

Clint and Steve went down choking and Tony was at their side cursing as the Lizard fought his way past them and into the city streets. Ironman knew he should go after them but he couldn't bring himself to leave Steve and Clint.

Tony pulled off the man's cowl, and Steve's face was already half covered in scales. Clint wasn't faring any better as one of his eyes turned yellow.

"JARVIS dial bruce now!"

"Tony! I haven't found Peter yet." Bruce told him before the other man could speak. Tony cringed but he couldn't worry about that right now.

"Bruce I need you down here right now."

"But…" Bruce knew it had to be important if he was asking him t stop looking for Peter. "Is it a code green?"

"No, but it is a genetic mutation. I need you to analyze it and find a cure."

"Genetic mutation. Are you talking about the lizard, did you catch it?"

"No. Bruce it's Steve and Clint. The lizard is carrying some sort of biological agent that mutates whoever comes in contact with it."

Bruce cursed on the other line. Tony could hear the other man taking calming breaths before a voice finally answered: "Ok, I'm on my way."

Tony hated calling off the search for his son but he had to believe that Peter was safe and far from all of this, hopefully, he was already back at the tower.

Peter jumped out of the sewer running along the streets of New York pulling out his cell as he did. He dialed Gwen's number.

"Hi."

"Hey. Hey, where are you?"

"I'm at Oscorp."

"You have to get out of there right now!"

"The antidote is cooking."

"No no no no, Connors is on the way, He's coming to you right now, he needs the displacement device. He's gonna infect the whole city."

"There's eight minutes left."

"You're going to wait there for eight minutes after what I just told you? People are going to die. You leave right now! Listen that is an order ok."

"I'm going to get everybody out."

"Did you hear what I-" She hung up. "Gwen Gwen! You mother hummer are you serious." He stared at his phone for a minute before running already shooting his web at the nearest building.

Gwen set off the alarm in Oscorp signaling for a building-wide evacuation.

Natasha was walking through the building against the crowd. She'd just gotten off the phone with Tony and she had more questions than answers. Why attack the school? There was a factor here that she was missing. People were running past her now panicking trying to get out of the building.

A young blonde girl caught her arm. "You need to get out of the building now."

"I need to get some research first," Natasha told her trying not to appear suspicious. The girl looked to be about Peter's age.

"You can't that Lizard is headed here right now."

"I'll be fine you should evacuate," Natasha told the blond. But the girl refused to let go of her. Natasha thought about knocking the girl unconscious but before she could strike a loud voice echoed through the lab.

"Antidote time remaining 5 minutes."

"Antidote?" Natasha looked at the blonde girl "What does that mean?"


	12. Chapter 12

Peter was moving as fast as he could but Oscorp still seemed so far from him. If only he could go faster! And the police were not helping. He would have made more progress if he didn't have to dodge them.

The shot at him as he ran along the side of a building but Peter dodged them all until he made to swing. A spotlight shined in his eyes and his spider sense tingled warning him but he couldn't move in time. An electirc pulse slammed through him and he hit the ground hard.

Peter was paralyzed and his body fought against it. He could feel his fingers twtiching and knew his healing ability was trying to work.

The police pulled him up and Captain Stacey peeled off his mask. It came off and Peter felt his arms and yaked easily breaking through the handcuffs that held him. He webbed up the policement surroudning him, covering their eyes and trying to keep his face hidden unti it was only him and captain Stacey. He knew he could dodge the man's bullets but he couldn't afford to waste the time running from them.

That mosnter could already be at Oscorp, he could be hurting Gwen. So instead he turned he faced the man

"Parker?"

"It's headed to Oscorp, and you're daughters there right now. You have to let me go." He stressed looking at the man in front of him desperately. Peter didn't wait for an answer he picked up his mask and pulled it back on his face. Peter looked back at Stacey and he nodded to the captain of the police force before running.

"Hold your fire," Stacey yelled but not before a police officer just arriving on scene had already made the shot. His bullet hit peter in the back of his leg and he yelled lipming as he stumbled onto the cieling of a building.

It hurt so badly and he could feel it there inside his leg any amount of pressure felt like pure agony. But Peter couldn't afford to stop.

Gwen. The girl's name was Gwen. She told Natasha about how the lizard was after the ganali device and that they had to hide it.

The russian spy knew she had to find the info on Oscorp that this might be her only chance but she was also an avenger and she had to protect this girl. So she put aside her mission and helped her.

They had just finished moving it when the lights flickered and the alarms started to blare. Gwen grabbed a small lighter and hopped up on the table setting off the fire alarm and putting the place in lockdown. Natasha had to admit she was impressed. She grabbed Gwen.

"No I can't go, the antidote." She urged

"You can't stay here." Natasha told her she shoved Gwen in with the Ganali device "Stay right there and keep quiet." Then she closed the door and waited.

"Time remaining one minute." Sounded around the dark lab. Natasha wished it would hurry. Suddenly the metal lockdown door was dented. Natasha turned toward it taking out her gun as she did so. The lizard hit it again its claws tearing through the metal. Natasha didn't wait any longer she took aim and fired. Her first shot hit him in the face and it realed back with a roar. She rained down on it but the bullets didn't stop it.

Natasha breifly wondered where Tony and the other's were, but she didn't have time to dwell as the lizard attacked. Natasha was nible, but she was only human and she couldn't match up to the super stracgth that this creature possessed.

No matter how many bullets she fired the wounds kept healing faster and faster. And then it grabbed her she tried to dodge but she wasn't fast enough. The lst thing she remebered was being thrown against the wall her head hitting against the drywall with a harsh crack.

Peter swung onto a building and nearly fell. His leg was bleeding profusely and he was beginning to feel lightheaded. He looked over the horizon toward Oscorp it was so far away.

He was so hopeless. How could he have ever thought he could do this? He wasn't a hero.

He heard people screaming as they ran and Peter took a deep breath and kept climbing. He needed to get there, he had to save these people. This entire thing was his fault and now he had to fix it.

Peter made it to the roof and he kneeled there for a second trying to fight off the pain he looked up toward oscorp and his eyes widened. The cranes were moving, they were helping him, giving him a straight shot to oscorp.

Peter felt hope rising in him. They believed in him.

Bruce was there with Tony as they watched over Steve and Clint.

"Would you look at that." Brcue saw the cranes aligning to help Spiderman "The people really love him."

"They trust him," Tony commented. He knew deep down he should be out there helping, but he couldn't bring himself to leave Steve. He and Bruce were trying to figure out what the gas was so they could create and antidote but it wasn't something that could be done in a day or maybe even a week. And Steve and Clint were getting worse as was half the new york police department.

All he could do now was put his faith in the new hero.

Peter swung overhead toward Oscorp. The lizard was alrady at the top of the tower programming the Ganali device. He used his webs to slingshot him upwards.

"Initializing Ganali device. Detenation in t-minus 2 minutes."

Spiderman swung around kicking the lizard from his perch. He tried to swing away but the creature caught his foot and pulled him down the both hit the lights and smashed into the ceiling rolling. Peter was up right away but he wasn't quick enough as the lizard grabbed him throwing him off the building. He caught himself with his webs and crawled back up

The lizard was waiting for him but Peter was quick he dodged the canister of liquid nitrogen and kicked the monster in the chest. He continued to dogde trying to get up to the Ganali device but Connors was right behind him. He threw another canister and Peter fell hitting the ceiling he moved toward the nitrogen remembering what connors had said about temperture change but the Lizard grabbed him his tail circling around Peter's neck the boy choked as it tightened and the lizard grabbed his wrists squeezing hard until his web shooters crumbled and dneted around his writsts.

He could harldy breath let alone scream as his wrists were crushed. And then the Lizard pulled off his mask and Peter glared.

"Poor Peter Parker. No Mother. No Father. All alone." It taunted him.

Peter knew that wasn't true he did have a family. They were weird and eccentric but still the best family he'd ever had. Granted it was not the best time to have an emtional breakthrough but if he was going to die at least he realized what an idiot he'd been. So his parents weren't his biological ones. They were still his.

Someone pumped a shotgun and Peter and the Lizard both turned. It was captain Stacey. "He's not alone."

The lIzard roared loudly and Stacey shot the hose on the liquid nitrogen that Peter had been trying to get earlier. Peter caught it and shoved it into the Lizards face.

The creature dropped him and he continued to spray him with it while Connors shot at the monster again and again.

"Detenation in t-minus 45 seconds"

Peter through the hose aside and kicked the lizard senidng him tumbling. Captain Stacey kept shooting until he reached Peter. He held out a vial of blue serum. "Here, a gift from Gwen." Peter took it looking at him in shock "I got this Peter, go!"

Peter wasted no time crawling up the tower toward the ganali device.

"T-minus 30 seconds."

Natasha woke up head aching.

"Oh thank god you're awake, I was worried." She recognized the voice as Gwen, the girl from the Oscorp lab. Lab!.

Shit!

She sat up ignoring her pounding head. They were not too far from oscorp and she was in an ambulence.

"Ma'am I need you to stay still, you have a concusiion." A young paramedic was trying to make her lie back down but she shook them off turning to Gwen, the girl had to have pulled her out of there.

"What happened with the lizard?"

"Spiderman and my dad are fighting it up there." She told her softly pointing up toward the top of the tower. Natasha didn't need any other information. The paramedic tried to stop her but Natasha jabbed him quickly in 5 different pressure points in less than a second and ran toward oscorp.

She crused as she took the stairs running as quickly as she could knowing that she wasn't going to make it. She hoped Spiderman could handle it, but the vigilante didn't exactly have her trust.

Peter reached the Ganali device as the countdown started.

10...9...8…

The lizard was coming climbing quickly toward him.

7...6...5...4….

Peter unlached the compartment and pulled out the old serum replacing it with the antidote. The lizard grabbed his leg pulling him down. Peter barely managed to hang on.

3...2...1…

The antidote spread out in a blue cloud and immediately began to take effect. Peter smirked and the lizard droppd down. But it was too early to celebrate as the Oscorp antena bent under the strain and the liquid nitrogen damage. Peter hung on as it crashed sending him flying over the endge of the building.

A hand grabbed his arm and he watched as the metal plumted down unable to catch it without the use of his webbing.

He looked up "Aunt Nat?!" The waman was leaning over the edge barely holding him up looking just as shocked to see him as he was to see her. She pulled him up and they both panted once they were both back on the roof.

Dr. Connors was a few feet away his arm crumbling as he lay gasping.

Peter looked at Natasha but then his eyes widened and he was runing "Captain!" He yelled half limping toward the nearly still body.

"The lizard?"

"It's ok we stopped him," Peter assured. God, there was so much blood, he had to get him to a hospital. Peter moved to lift him but Captain Stacey hissed in pain and Peter knew he couldn't kove the man. "Look at me, stay with me. Helps on the way ok."

"You need to be gone when they get here." He told the boy his hands shaking and voice weak.

"I'm not going anywhere," Peter told him, this was Gwen's dad, he had saved Peter's life and there was no way he was going to leave him there.

"I was wrong about you Peter this city needs you." He lifted his hand holding out Spiderman's mask to him. "Here you're going to need this." Peter took it and he felt the coldness of the man's fingers and he felt tears gathering in his eyes, but captain Stacey wasn't done talking "You're going to make enemies. People will get hurt." He was gasping now "Sometimes people closest to you. So I want you to promise me something ok" Peter nodded "Leave Gwen out of it. Promise me that." Peter didn't speak "Do you promise me?"

Peter nodded "I promise."

Captain Stacey nodded he let out his last breath and Peter's whole body shook tears fell down his cheeks and he let out a scream full of all the pain and anguish he felt in that moment.

Natasha was standing behind him, she knew the minute she saw him upon reaching the rough that the police captain was not going to make it.

Hearing Peter's agonized cry made her heart ache and she remembered why she didn't like boy stood up and she was there helping him walk as he staggered. The both looked out over the city as blue particles continued to fall from the sky Natasha didn't say anything she didn't demand to know why or try to tell Peter it was ok she just let him mourn and he appreciated it.

Everyone in the city saw the blue cloud erupt over the sky.

Bruce crused thinking it was the Biotoxin that Tony had been talking about but then he saw Clint flinch he saw the scales slowly peeling away and his eyes closed and opened as the yellow drained from his pupils.

Steve too was beginning to heal, and Tony hugged his husband tightly.

Bruce heard his phone ring and he looked down at the caller ID Natasha Romonov. "Natasha are you alright."

"I'm fine, mostly. Tell Steve and Tony that I have Peter, we'll meet them at the tower."

"They'll be glad to hear it, you sure everything's alright."

"For now it is." She didn't elaborate and the line went dead. Bruce placed the phone back in his pocket and looked over at the two Hugging Husbands who were whispering to eachother.

"Tony, Natasha has Peter, their on their way home."

Tony and Steve seemed to slump in relief and Tony smiled "Guess we should get home too, I'm thinking movie night."

"I call first pick." Clint raised his hand a grin on his face.

Peter was back in his street clothes they were close to the tower now. "Do we have to tell them tonight?"

"You need medical attention."

"I heal fast," Peter told her.

"How fast?"

"I'll be fine by tomorrow."

"How?... No, don't try to distract me, you have to tell them, Peter."

Peter sighed and Natasha put an arm around him.


	13. Chapter 13

"Fury, why are you in my tower," Tony questioned the man suspiciously. He was sitting on their couch watching the news when they arrived.

"I came to pick up Dr. Connors, the lizard, Natasha told me to wait here." Fury said not even glancing back at them.

"How did you get in."

"Through the front doors." Fury said and Tony bristled. Steve put his hand on the genius's shoulder calming him. Luckily they didn't have to wait long. The elevator dinged.

Tony and Steve were on Peter as soon as they saw him. Blood ran down the side of his face and he was horribly bruised.

"Peter Oh my god, what happened?"

"Where were you?"

"Why didn't you answer our calls?"

The boy was bombarded with question after question until Natasha let out a loud whistle and everyone stopped Steve regarded the Russian for a moment before Peter had his arms wrapped around him. He automatically hugged the boy back as Peter slumped into his chest.

Peter didn't say anything and his shoulders shook slightly and Steve knew his son was crying and any thoughts went out of his head as he held his son close. Tony was there in seconds on Peter's other side sandwiching the teen between them.

They stood there for a while just holding Peter until the tears stopped. Finally, he pulled away wiping his eyes and trying to act like he hadn't just been sobbing into their arms.

Bruce pushed past them and Looked Peter over. "Come sit, you need medical attention. I'm going to need you to take off your shirt so I can get a better look at you." Bruce was in full doctor mode. Peter looked over at Natasha who only nodded at him.

Steve and Tony glanced between the two looking confused.

"Don't freak out," Peter told them all taking a step back he shed his hoodie and then his shirt. Steve thought he was going to faint. Tony put an arm on Steve's shoulder to steady himself as they both gaped at their son. The torn Spiderman suit was covered in blood and filth but easy to make out.

Clint was the first to recover. "I did not see that coming, no offense Peter."

"Gee thanks, Uncle Clint." Peter was thankful that he wasn't yelling.

"This is…" Tony stuttered out.

"Impossible" Steve supplied. "Peter, why, how?" Steve seemed unable to figure out what he should ask first.

"So are you a mutant?" Tony asked finally "You could have told us, Peter, we wouldn't have cared!" He looked slightly hurt that his son had hidden all of this from them "And going out like a vigilante in.." Tony pulled at the sleeve before looking like he was going to faint again "Spandex. Really Peter my god, Spandex Steve!"

"What were you thinking!?" Steve said ignoring Tony who was going through some sort of breakdown as he continued to mumble to himself about Spandex.

Peter looked down "I wasn't." He said looking back up at Steve "Not at first, Things just sort of happened, and then the lizard attacked the bridge and I saved those people Pops. I saved them, they would have died." He was desperate for his pops to understand that this wasn't a choice, it was something he had to do.

Steve put a hand over his eyes and sighed rubbing his temples. He hadn't even thought of Peter fighting the lizard. He could have been killed! He wanted to scream, but he only barely kept his cool.

"And I'm not a mutant," Peter added. This seemed to snap Tony out of his freak out and he looked up at Peter who continued "I was bitten by a radioactive spider."

Clint laughed "Are you serious?" Peter glared.

"At Oscorp." Fury finally spoke up after watching all this. It was less of a question and more of a statement. Peter nodded.

"I wanted to just go there figure a few things out about my birth parents, but I found myself in this room with hundreds of Spiders." Fury listened in intently

Bruce looked intrigued even as he cleaned the cuts on Peter's face "What powers do you have Peter?"

"I can stick to things," Peter said his voice growing a bit excited. He loved his powers and he was finally able to share them and he couldn't help being a bit excited about it "I have like a sixth sense. It lets me know if there's danger to me or someone around me, My reflexes are insane Uncle Bruce you wouldn't believe it."

"What about the webs? Do those come out of you too because I have to say, that's pretty gross." Clint grimaced.

Peter shook his head. He pulled up his sleeves to show off his web shooters but forgot that the lizard had crushed them. He winced at the sudden movement and the look of dented and crushed metal. There was even some blood on his wrist. Peter broke the metal off with hardly a flick of his fingers. "Super strength." He said when everybody just stared at him. Bruce grabbed his wrists and Peter hissed in pain. Steve and Tony were right there in seconds holding him and Peter didn't even try to stop them. "Those pieces of metal are called web shooters, I created them, and the webbing. He looked at his dad with a smile but Tony only frowned. And Peter trailed off.

Tony sighed "You're hurt, Peter. Doing this, it got you hurt."

"Yeah, but I saved New York."

"So you want to be a hero?" Steve asked

"I don't know, I know I'm not a hero, I'm not like you guys. I'm just trying to do some good." Peter felt like crying again as he thought of Captain Stacey and what Gwen had to be going through right now. She must hate him. "If I have the ability to save someone, doesn't that mean I have the responsibility to do so. Because if I don't and that person dies then what's the point of even having these powers."

"Peter…"

"I'm not done yet." Peter interrupted. "Dad, Pops. I know I can't save everyone. But I have these powers, and I can't get rid of them. If I have the chance to save someone I'm not going to think about being a hero or about getting hurt, I'm just going to do it, because I don't want to watch anybody else die. I /cant'/ watch anyone else die!" He stressed

Tony and Steve looked at each other "If we can't stop you, we're at least going to help you."

"Dad?" Peter looked at Tony with hope.

"No more spandex and you need to get properly trained."

"And No going after guys like the lizard unless we allow it," Steve added. Peter nodded he could work with that."

Peter grinned but then let out a cry of pain as Bruce fixed his other wrist. "He won't be doing much until his wrists are healed." the doctor said sternly Peter smiled.

"I'll be healed by tomorrow." He informed Bruce.

Natasha rolled her eyes. "Dr. Banner, check his leg, he was limping."

The smile fell right off Peter's face.

"As sweet as all this is, Natasha I need you to debrief me about Oscorp."

"I didn't find anything, the lizard attacked before I could get any info."

"I might be able to help you." Peter cut in. even as Bruce was forcing him to sit. Fury looked at Peter waiting for an explanation. "I found a file with my father's things, it was about cross-species genetics. That's what Oscorps been doing, they're trying to meld animal DNA with human DNA so that they can cure diseases." Peter told them.

"That's how the lizard was created." Bruce guessed.

Peter blushed "Umm sort of. See Oscorp was missing part of the algorithm, so I helped complete it. I didn't know what it would do to him, I was just trying to help." Peter whispered.

Fury nodded "I need to go." He walked out and Peter watched him go feeling extremely guilty Natasha followed after him.

"Sir, it wasn't Peter's fault, he had no clue what he was doing."

"Doesn't matter, Oscorp now has the missing algorithm, imagine what they plan to do with that." Fury said, "I need you to keep an eye on Peter and his growing abilities."

"He's a kid fury he's not working for Oscorp."

"I didn't say he was. Think about it Romanoff, hundreds of spiders and he's the only mutant spider boy out there. How? You can't tell me he's the first to be bitten."

"Peter was the first success. If Oscorp knows this… shit, we should tell Steve and Stark."

"No, we don't know anything for sure. I don't need Panicking parents on my ass all the damn time."

"You know more than you're letting on."

"Don't I always. I'll be in touch Natasha." He said stepping into a car and driving off into the night. Natasha watched him go.

Things were certainly a lot more interesting now.

"Mr. Barton wanted me to inform you that Movie night is about to take place," JARVIS told her and Natasha nodded heading back toward the elevator her mind on Peter and Oscorp.

 **AN: I only have one more chapter of this fic left to post. Please review if** your **interested in me** continueing **. From here on out it will branch off away from the movies. The only thing I plan to keep from the second one is Electro and Gwen's death. Harry will return as Peter's friend and Normal becomes green Goblin. Maybe we'll see the start fo Ultron and from there comes civil war and I also have plans for Venom. But that's only if** there's **enough people who would really want to read that. So please let me know whether** its **worth my time to keep this going. Thank you.**

 **Your reviews are always appreciated and for** me **if even 2 people are interested that's enough for me. Thanks again guys!**


	14. Chapter 14

Peter closed the door his heart aching as he had watched Gwen leave. It hurt more than anything he'd ever imagined seeing her in so much pain and having to physically stop himself from hugging her. It would have been better if she was angry at him if she blamed him for her father's death. But Gwen had never been that way.

"What are you doing?" It was Clint. He was always in everybody's business. Peter used to enjoy it, Clint always shared his funny blackmail material, but then the man had never spied on him and why would he Peter had always been boring before, just a nerd. Now his life was complicated.

"It's nothing."

"There is a beautiful girl right outside that door that wants to be with you and you're turning her away?!"

"It's not like that!" Peter argued back. "I made a promise." His voice lowered "I promised her dad I'd stay away from her."

"Peter…"

"No! Don't Peter me! He used his last breath to make me promise. How can I just ignore that."

"You can't, and you'll never be able to, but she's right, it's not your choice to make or her father's." Peter opened his mouth ready to argue. "No, you listen to me." And peter's mouth snapped shut, Clint wasn't serious very often but when he was it wasn't something to take lightly. "Yes, her father is gone, that's a hard thing to live with Peter, but it wasn't because of you. Captain Stacey made that choice to go to you, he knew the danger, he knew it every time he put on that badge. That was his choice. And it was your choice to put on that mask and go after the lizard. And it was a damn good choice if you ask me. And now it's time for Gwen to choose. Whether she follows her father's wish or not is her decision, and only she knows what will make her happy or not. So what gives you the right to decide?"

Peter stared at Clint. He opened his mouth but could think of no answer. He gave a small chuckle and Clint ruffled his hair.

"Thanks."

"Remember if Bruce asks, I'm your favorite Uncle." He winked.

THE END!

AN: Super short little epilog. The Sequel is up as well! Under Amazing Spiderman 2- I know, super creative title ;)


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